AMENDMENT NO. 1 TO SECURITY AGREEMENT
AMENDMENT
NO. 1 TO SECURITY AGREEMENT
THIS
AMENDMENT NO. 1 dated as of November 20, 2006 (this “Amendment”)
to the
Security Agreement dates as of February 28, 2006, as amended from time to
time
(the “Security
Agreement”),
by
and between Neonode, Inc. A Delaware corporation (the “Grantor”),
and
AIGH Investment Partners, LLC, a Delaware limited liability company, or assigns,
as agent for the Investors (as defined in the Security Agreement) (the
“Secured
Party”).
WITNESSETH:
WHEREAS,
capitalized terms not otherwise defined in this Amendment shall have the
meaning
set forth in the Security Agreement;
WHEREAS,
the Grantor (i) on February 28, 2006, borrowed an aggregate principal amount
of
$4,000,000 pursuant to senior secured notes (the “Existing
Notes”)
from
the Secured Party and other investors and (ii) intends to borrow an additional
aggregate amount of up to $1,800,000 from Investors, including the existing
Investors, pursuant to notes of similar tenor to the Existing Notes (the
“Additional
Notes”);
and
WHEREAS,
the parties hereto wish to amend the Security Agreement to add as Obligations
the obligations of the Grantor under the Additional Notes.
NOW,
THEREFORE, in consideration of the mutual covenants contained herein and
for
other good and valuable consideration, the receipt and sufficiency of which
are
hereby acknowledged, the parties to the Security Agreement hereby agree as
follows:
SECTION
1. Amendments
to the Security Agreement.
The
Security Agreement is hereby amended, effective upon completion of the purchase
from time to time of any Additional Notes as follow:
(a) Schedule
I
to the
Security Agreement is hereby amended to be read in its entirety as Schedule
I
attached
to this Amendment.
(b) The
parties hereto agree to include the obligations of the Grantor under the
Additional Notes as Obligations under the Security Agreement; provided that
the
aggregate principal amount of the Existing Notes together with the aggregate
principal amount of the Additional Notes does not exceed
$5,800,000.
(c) The
parties hereto agree that the Additional Notes shall be pari passu with the
Existing Notes.
SECTION
2. Effect
of Amendment.
Except
as expressly provided in this Amendment, each of the terms and provisions
of the
Security Agreement shall remain in full force and effect.
SECTION
3. Counterparts.
This
Amendment may be executed in one or more counterparts, each of which shall
be
deemed to be an original, but all of which taken together shall constitute
one
and the same instrument.
IN
WITNESS WHEREOF, the Grantor and the Secured Party have caused this Amendment
to
be duly executed and delivered by a duly authorized representative as of
the
date first above written.
[Signature
Page Follows]
SIGNATURE
PAGE
TO
AMENDMENT
NO. 1 TO SECURITY AGREEMENT
Dated
November 20, 2006
|
THE
GRANTOR:
|
|
|
a
Delaware corporation
|
|
|
By:_________________________________
|
|
|
Name:
|
|
|
Title:
|
|
|
Address
for Notices:
|
|
|
Xxxxxxxxxxxxxxx
00
|
|
|
X000
00 Xxxxxxxxx, Xxxxxx
|
|
|
Attention:
President
|
|
|
Fax:
00000-0-000 18 51
|
|
|
SECURED
PARTY:
|
|
|
AIGH
INVESTMENT PARTNERS, LLC
|
|
|
By:_________________________________
|
|
|
Name:
Xxxx Xxxxxxxxx
|
|
|
Title:
Manager
|
SCHEDULE
I
INVESTORS
|
Principal
Amount of
|
Principal
Amount of
|
|
|
Name
and Address
|
Existing
Notes
|
Additional
Notes
|
|
AIGH
Investment Partners, LLC
|
$3,200,000
|
$800,000
|
|
0000
Xxxxxxxx Xxxxxx
|
||
|
Xxxxxxxxx,
XX 00000
|
||
|
Xxxxxxx
X. Xxxxxxxxx
|
$600,000
|
$150,000
|
|
000
Xxxxxxx Xxxx
|
||
|
Xxxxxxxxx,
XX 00000
|
||
|
Xxxxxx
X. Xxxxxx
|
$200,000
|
$50,000
|
|
0
Xxxxxxxxxx Xxxxx, Xxxxx 0000
|
||
|
Xxxxxx,
XX 00000
|
