Exhibit 10.8(b)
SECURITY AGREEMENT
This SECURITY AGREEMENT is made on this 24th day of October, 2004, between Linea
Aqua, LLC ("Debtor"), and Lorcom, Inc. ("Secured Party").
1. SECURITY INTEREST. Debtor grants to Secured Party a security interest in
all inventory hereafter placed upon the premises known as Linea Aqua,
located at 0000 Xxxxxxxx Xxxx., Xxxxx Xxxxxxxxxx, Xxx Xxxxxx 00000 (the
"premises") or used in connection therewith and in which Debtor hereafter
acquires any right and the proceeds therefrom. The Security Interest shall
secure the payment and performance of Debtor's promissory note of even
date herewith in the principal amount of Five Hundred Thousand Dollars
($500,000).
2. COVENANTS. Debtor hereby warrants and covenants: (a) The security interest
("the inventory") will be kept at 0000 Xxxxxxxx Xxxx., Xxxxx Xxxxxxxxxx,
Xxx Xxxxxx 00000, and will not be removed from the Premises other than in
the ordinary course of business. (b) The Debtor will immediately notify
Secured Party in writing of any change in or discontinuance of Debtor's
place of business. (c) The parties intend that the security interest ("the
inventory") is and will at all times remain personal property despite the
fact and irrespective of the manner n which it is attached to realty. (d)
Debtor shall maintain insurance at all times with respect to the security
interest ("the inventory") against risks of fire and theft. The policies
shall be payable to the Debtor and shall provide for ten (10) days written
notice of cancellation to Secured Party. (e) The Debtor shall make all
repairs, replacements, additions, and improvements necessary to maintain
any equipment in good working order and condition. At its option, Secured
Party may discharge taxes, liens, or other encumbrances at any time levied
or placed on the security interest ("the inventory"), may pay rent or
insurance due on the security interest ("the inventory") and may pay for
maintenance and preservation of the security interest ("the inventory").
3. DEFAULT. Debtor shall be in default under this Agreement upon the
happening of any of the following: (a) any misrepresentation in connection
with this Agreement on the part of the Debtor. (b) any noncompliance with
or nonperformance of the Debtor's obligations under the Note or this
Agreement. No waiver by Secured Party of any default shall operate as a
waiver of any other default or of the same default on a future occasion.
By: /s/ Xxxxx Xxxxxx
------------------------
Debtor
s/s Xxxxx Xxxxxx Lorcom Technologies, Inc.
------------------------------------------
Date: 11/29/04
