EXHIBIT 10.11
SECOND AMENDMENT TO EXTENSION AND MODIFICATION OF LOANS AGREEMENT
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This Second Amendment to Extension and Modification of Loans Agreement
("Second Amendment") is made and entered into on this 10th of September, 2003,
by and among SOUTHTRUST BANK, a state banking corporation, formerly known as
SouthTrust Bank, N.A. and SouthTrust Bank, National Association, whose address
is 000 X. 00xx Xxxxxx, Xxxxxx Xxxx, XX 00000 (the "Bank"); XXXXX X. XXXXXX, an
individual whose place of residence is 000 Xxxxxx Xxxxxx, Xx. Xxxxxx Xxxxx,
Xxxxxxx 00000 (collectively, the "Guarantor"); and SPECTRUM SCIENCE & SOFTWARE,
INC., a Florida corporation having its principal place of business at 00 Xxxx
Xxxxxx, Xx. Xxxxxx Xxxxx, Xxxxxxx 00000 (the "Company").
RECITALS.
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A. The parties described above entered into an Extension and Modification
of Loans Agreement on the 31st day of January, 2003 ("Extension
Agreement").
B. The parties amended the Extension Agreement by a document executed on
August 26, 2003, ("First Amendment").
C. The parties have elected to further amend the Extension Agreement and
have elected to reduce such amendment to writing.
Now, therefore in consideration of the mutual covenants contained herein
and other good and viable consideration the receipt and sufficiency of which is
hereby acknowledged, each of the parties agrees as follows:
1. Paragraph 1(F) is hereby deleted in its entirety and notation is made
"intentionally left blank."
2. Paragraph 11 No Waiver is hereby amended by inserting the following in
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line 3 after the words "Loan Documents":
"or the Extension Agreement or any of the Prior Agreements.
3. In all respects other than as amended hereby and by the First Amendment,
the Extension Agreement remains in full force and effect according to all of its
unamended original terms and conditions.
4. Those persons executing this Second Amendment, for and on behalf of the
company, hereby warrant and represent that they hold the offices for which they
are identified and that they have the full authority to bind the company to all
of the terms and conditions of this Amendment and the Extension Agreement as
amended.
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5. This document may be executed in counterparts.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
as of the first date set forth above.
Signed, sealed and delivered
in the presence of:
SOUTHTRUST BANK
By: /S/ Xxxxxxx X. Xxxxxxxx
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(name) Xxxxxxx X. Xxxxxxxx
Senior Vice President
GUARANTOR
/S/ Xxxxx Xxxxxxx /S/ Xxxxx X. Xxxxxx
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(name) Xxxxx X. Xxxxxx
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(name)
SPECTRUM SCIENCES & SOFTWARE, INC.
/S/ Xxxxx Xxxxxxx By: /S/ Xxxxx X. Xxxxxx
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(name) (name) Xxxxx X. Xxxxxx
Its: President
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(name)
and
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/S/ Xxxxx Xxxxxxx By: /S/ Xxxxxx X Xxxxxxxx
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(name) (name) Xxxxxx X. Xxxxxxxx
Its: Chief Operating Officer
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(name)
STATE OF FLORIDA
COUNTY OF BAY
The foregoing instrument was acknowledged before me this _______ day of
___________, 2003, by Xxxxxxx X. Xxxxxxxx, as Senior Vice President of the Bank,
on behalf of the Bank, who: (notary MUST check applicable line)
_____ is personally known to me.
_____ produced a current Florida driver's license as identification.
_____ produced _____________________________ as identification.
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Notary Public
My Commission Expires:
STATE OF
COUNTY OF
The foregoing instrument was acknowledged before me this ______ day of
________, 2003, by Xxxxx X. Xxxxxx, individually, who: (notary MUST check
applicable line)
_____ is personally known to me.
_____ produced a current driver's license as identification.
_____ produced _____________________________ as identification.
/S/ Xxxxxxxx Xxxxxx
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Notary Public
My Commission Expires:
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STATE OF FLORIDA
COUNTY OF
The foregoing instrument was acknowledged before me this ______ day of
________, 2002, by Xxxxx X. Xxxxxx, as President of Spectrum Sciences &
Software, Inc., a Florida corporation, on behalf of the corporation, who:
(notary MUST check applicable line)
_____ is personally known to me.
_____ produced a current Florida driver's license as identification.
_____ produced _____________________________ as identification.
/S/ Xxxxx Xxxxxx
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Notary Public
My Commission Expires:
STATE OF
COUNTY OF
The foregoing instrument was acknowledged before me this _______ day of
________, 2003, by Xxxxxx X. Xxxxxxxx, Chief Operating Officer of Spectrum
Sciences, who: (notary MUST check applicable line)
_____ is personally known to me.
_____ produced a current driver's license as identification.
_____ produced _____________________________ as identification.
/S/ Xxxxx Xxxxxx
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Notary Public
My Commission Expires:
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