Exhibit 4.1
AMENDMENT TO RIGHTS AGREEMENT
The Rights Agreement dated October 27, 1998 between Exigent International Inc.
and Reliance Trust Company is hereby amended as follows:
1. Registrar and Transfer Company, a New Jersey corporation ("R&T"), is
hereby appointed as the successor Rights Agent with the same powers,
rights, duties and responsibilities as if it had been originally named
as Rights Agent.
2. Section 21 is hereby amended by deleting the fifth sentence and in its
place substituting a new fifth sentence to read as follows:
Any successor Rights Agent, whether appointed by
the Company or by such a court, shall be a corporation
organized and doing business under the laws of the United
States or of any state of the United States, in good
standing, having a office in the United States, and is
registered as a Transfer Agent in accordance with the
applicable provisions of the Securities Exchange Act of
1934, as amended, and is qualified to act as a Transfer
Agent under the rules of the New York Stock Exchange."
In witness whereof, the parties listed below have caused this Amendment
to be duly executed on this date.
Date: 3/2/00
Exigent International Inc.
By: /s/ B.R. Xxxxxxx
Registrar and Transfer Company
By: /s/ Xxxxxxx X. Tatler
Vice President