SECOND AMENDMENT TO STOCK REDEMPTION AGREEMENT
Exhibit
10.3
SECOND
AMENDMENT TO STOCK REDEMPTION AGREEMENT
This
Second Amendment to Stock Redemption Agreement (this “Second Amendment”) is made
and entered into as of June 9, 2006 between Tidel Technologies, Inc., a Delaware
corporation (the “Company”), and Laurus Master Fund, Ltd., a Cayman Islands
company (the “Seller”).
Reference
is made to the Stock Redemption Agreement dated as of January 12, 2006, as
amended by the Amendment to Stock Redemption Agreement, dated as of February
28,
2006 (as amended, the “Agreement”) between the parties hereto. Capitalized terms
used but not defined herein shall have the meaning ascribed to such terms in
the
Agreement.
The
parties hereto agree that the Agreement be and hereby is amended as
follows:
Each
of
Section 4, Section 9(a) and Section 9(b) of the Agreement is amended by deleting
the date “May 31, 2006” in the ultimate sentence thereof and substituting in
lieu thereof the date “September 30, 2006” in each such section.
Except
as
specifically amended hereby, the Agreement shall remain in full force and effect
and hereby is ratified and confirmed as so amended. This Second Amendment shall
not constitute a novation, satisfaction and accord, cure, release or
satisfaction of the Agreement, but shall constitute an amendment thereof. The
parties hereto agree to be bound by the terms and conditions of the Agreement
as
amended by this Second Amendment, as though such terms and conditions were
set
forth herein and therein in full. Each reference in the Agreement to "this
Agreement," "hereunder," "hereof," "herein" or words of similar import shall
mean and be a reference to the Agreement as amended by this Second
Amendment.
This
Second Amendment shall be governed by and construed and interpreted in
accordance with the choice of law provisions set forth in, and shall be subject
to the notice provisions of, the Agreement.
This
Second Amendment may be executed by facsimile signatures and in any number
of
counterparts, each of which shall be an original, but all of which together
shall constitute one and the same instrument.
This
Second Amendment shall be effective as of April 21, 2006.
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of page intentionally left blank]
IN
WITNESS WHEREOF, the parties hereto have executed this Second Amendment as
of
the day and year hereinabove first set forth.
TIDEL
TECHNOLOGIES, INC.
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By:
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/s/
Xxxxxxx X. Xxxx
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Name:
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Xxxxxxx
X. Xxxx
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Title:
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Director
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LAURUS
MASTER FUND, LTD.
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By:
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/s/
Xxxxxx Grin
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Name:
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Xxxxxx
Grin
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Title:
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Director
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