EXHIBIT 10.15
BANK: NORTH FORK BANK
BORROWER: TECHNOLOGY FLAVORS & FRAGRANCES, INC.
IN ADDITION TO THE TERMS AND CONDITIONS OUTLINED IN THE DEFAULT SECTION OF
THE CONSOLIDATED, MODIFIED REVOLVING CREDIT NOTE, DATED OCTOBER 22, 1996,
THE BANK AND THE BORROWER FURTHER AGREE, IN CONSIDERATION FOR THE WAIVERS AND
MODIFICATIONS PROVIDED BY THE BANK TO THE BORROWER OF SAID AGREEMENT, THAT
THE BANK MAY DECLARE THE ENTIRE UNPAID BALANCE OF THE NOTE DUE AND PAYABLE ON
THE HAPPENING OF ANY OF THE FOLLOWING EVENTS (EACH AN "EVENT OF DEFAULT"):
(m) If loans/advances made to shareholders exceed $20,000 on
December 31, 1997.
(n) That the Borower has not converted $1,500,000 of Convertible
Subordinated Notes issued on October 17, 1996 into common
stock on or prior to October 16, 1997.
(o) That the Borrower has made prior to March 31, 1998 any loan
payments, other than the 1996 accrued interest, to Xxxxxxx
Xxxxxxx under that Certain Promissory Note dated
December 6, 1995, as Amended and restated June 3, 1996,
in the outstanding principal amount of $888,019.
(p) If the Borrower fails to provide the Bank with 30 days written
notice of its intention to make any loan payment to
Xxxxxxx Xxxxxxx, other than payments of 1996 accured interest,
and provide along with said written notice proforma financial
statements reflecting the impact of said payment on the
Borrower's financial condition.
AGREED TO THIS DAY OF APRIL, 1997.
TECHNOLOGY FLAVORS & FRAGRANCES, INC.
By: -------------------------------------
Xxxxxx Xxxxxx, President
By: -------------------------------------
Xxxxxx Xxxxx, Vice President
