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EXHIBIT 10.37
FIRST AMENDMENT
TO THE REGISTRATION RIGHTS AGREEMENT
WHEREAS, Xxxxx Xxxxxxx Enterprises, Inc., Xxxxx Xxxxxx, Xxxxxx Xxxx,
Xxxxxxx Xxxxxxx, Xxxxxxx Xxxxxxx, Xxxx Xxxxxxx, Xxxxx Xxxxxxx, Xxxx Xxxxxxxxx
and Xxxx Xxxxxxxxx (collectively the "Investors") entered into a certain
Registration Rights Agreement dated as of October 19, 1995 with Vasco Corp.
relating to the registration of shares of Vasco Corp. pursuant to the
Securities Act of 1933; and
WHEREAS, Vasco Corp. has not registered the shares which are the subject
of the Registration Rights Agreement as of the date of this Amendment.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
set forth in the Amendment, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties hereto
agree to amend the Registration Rights Agreement dated as of October 199, 1995
as follows:
1. The Investors, at this time, will forego any right to demand
registration pursuant to Paragraph 3 of the Registration Rights
Agreement until March 31, 1997.
2. Wherever in the Registration Rights Agreement the date July
1, 1996 appears, the date March 31, 1997 shall be substituted in its
place.
3. Wherever in the Registration Rights Agreement the dollar
amount/price $3.50 appears, the dollar amount/price $7.00 shall be
substituted in its place. And wherever in the Registration Rights
Agreement the dollar amount/price $7.00 appears, the dollar
amount/price $14.00 shall be substituted in its place.
4. For clarification purposes, wherever the words "Shares
underlying the Units" appear, the words "Shares comprising the
Units" shall be substituted in their place.
IN WITNESS WHEREOF, this Amendment has been duly executed and delivered
by the duly authorized officer of each party hereto as of this 1st day of
July, 1996.
COMPANY:
VASCO CORP.
By: /s/ Xxxxxxx X. Xxxxxx
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Name: Xxxxxxx X. Xxxxxx
Title: VP Operations