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EXHIBIT 10(f)
November 12, 1999
Illinois Superconductor Corporation
000 Xxxxxxxx Xxxxx
Xxxxx Xxxxxxxx, Xxxxxxxx 00000
Ladies and Gentlemen:
This letter amends the letter agreement ("Agreement") captioned
"Additional Investment" by and among Xxxxxxx Associates, L.P., Westgate
International, L.P., and Xxxxxxxxx Finance, L.P. ("Investors") and Illinois
Superconductor Corporation ("Company"), dated November 5, 1999, by deleting the
last two sentences of Section 12 of the Agreement and replacing those sentences
with the following:
Notwithstanding anything to the contrary contained herein or in the
Notes and Warrants, unless and until the foregoing Charter Amendment is
effected, and except with respect to determining the redemption rights
referred to above, the Notes and Warrants held by the undersigned on
the date of the Agreement after giving effect thereto and regardless of
whether such Notes and Warrants are transferred at any time (such Notes
and Warrants are the "Investor Notes and Warrants") shall represent a
right in the aggregate, allocated pro rata among them, to acquire
(including with respect to in-kind interest payments paid and to be
paid) that number of shares (but not more than that number of shares)
of Common Stock equal to the number of shares of Common Stock currently
authorized by the Company's Certificate of Incorporation reduced by the
sum of (i) the number of shares and shares subject to options
outstanding on the date hereof, (ii) the number of shares subject to
additional options granted under the Illinois Superconductor
Corporation 1993 Stock Option Plan, as amended through June, 1999
("Plan"), (iii) the number of shares subject to any options granted
outside the Plan with the written consent of the undersigned, and (iv)
the number of shares (including with respect to in-kind interest
payments paid and to be paid through November 5, 2000) that the Notes
and Warrants other than the Investor Notes and Warrants carry the right
to acquire.
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This letter amending the Agreement may be executed in multiple
counterparts which together shall constitute the amendment to the Agreement. As
modified herein, the documents relating to the Notes and Warrants remain in full
force and effect.
Sincerely,
XXXXXXX ASSOCIATES, L.P.
By:
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WESTGATE INTERNATIONAL, L.P.
By: Martley International, Inc.
Attorney-in-Fact
By:
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XXXXXXXXX FINANCE, L.P.
By:
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AGREED TO AND ACCEPTED:
ILLINOIS SUPERCONDUCTOR CORPORATION
By:
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