SECOND AMENDMENT TO TERM LOAN NOTE

Exhibit 10.7

SECOND AMENDMENT TO TERM LOAN NOTE

THIS SECOND AMENDMENT TO TERM LOAN NOTE (the “Amendment to Note”) is made as of March 15, 2010, by and among SUSQUEHANNA BANK, a Pennsylvania chartered bank (the “Bank”), as lender and by PURE EARTH RECYCLING (NJ), INC.  a Delaware corporation with a principal office at 0000 Xxxxxxxxx Xxxxx, Xxxxxxxx, XX 00000, and REZULTZ, INCORPORATED,  a New Jersey corporation with a principal office at 0000 Xxxxx Xxxx Xx., Xxxxxxxx, XX 00000, with joint and several liability (each individually a “Borrower” or “Obligor” and, collectively, “Borrowers” or “Obligors”).

TERM LOAN NOTE AND AMENDMENT:  The Obligors executed and delivered to Bank a Term Loan Note (the “Note”), dated November 12, 2008, and a First Amendment to Term Loan Note (the First Amendment”), dated as of November 16, 2009, in regard to the Term Loan (as defined therein) in the principal amount of $8,000,000.

MERGER:  As of December 31, 2009, PURE EARTH TREATMENT (NJ), INC.  executed and filed a Certificate of Merger with the State of Delaware, merging into PURE EARTH RECYCLING (NJ), INC., retaining the name PURE EARTH RECYCLING (NJ), INC. As of that same date, it also executed and filed a Certificate of Merger with the State of New Jersey to evidence the merger.  As of that same date, it also executed and filed a filing with the State of Kentucky to evidence the merger.

INTEREST RATE AND REPAYMENT CHANGES:

a.           Principal and Interest Repayment Terms.  Commencing on March 15, 2010, and continuing monthly up to and including May 15, 2010, Borrower shall make monthly installments of accrued interest only (without principal) at the rate provided in the Note.  Lender agrees to provide Borrower with a revised schedule of payments upon Borrower’s request but any failure by Lender to do so shall not relieve Borrower of its obligations to make such payment due hereunder or create any liability of Lender to Borrower.

b.           Term Loan Maturity Date.  Regardless of the terms contained in this Amendment to Note, the Loan shall mature on November 15, 2015, subject to adjustment in accordance with the Following Business Day Convention (the "Maturity Date"), whereupon all Obligations under the Term Loan shall be immediately due and payable in full.

CONTINUING EFFECT: All of the terms and conditions contained in the Note shall continue to be fully effective, except to the extent that any of them are expressly modified by this Amendment to Note.

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MISCELLANEOUS PROVISIONS.

A.           The inapplicability or unenforceability of any provision of this Amendment to Note shall not limit or impair the operation or validity of any other provision of this Amendment to Note.

B.           The captions herein are for convenience and reference only and in no way define, limit, or describe the scope or intent of this Amendment to Note or affect any of the terms or provisions hereof; and

C.           This Amendment to Note shall be governed by, and interpreted in accordance with, the laws of the State of New Jersey.

IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment to Note the day and year first above written.

				BANK:
				SUSQUEHANNA BANK
				By:	/s/ Xxxx X. Xxxxxxxxx	(SEAL)
				Xxxx X. Xxxxxxxxx, Commercial Relationship Manager
				BORROWER:
Attest:				PURE EARTH RECYCLING (NJ), INC., a Delaware corporation
By:	/s/ Xxxxxx Xxxxxxxxx	(SEAL)		By:	/s/ Xxxx Xxxxxxxxx	(SEAL)
Xxxxxx Xxxxxxxxx, Secretary				Xxxx Xxxxxxxxx, President
Attest:				REZULTZ, INCORPORATED, a New Jersey corporation
By:	/s/ Xxxxxx Xxxxxxxxx	(SEAL)		By:	/s/ Xxxx Xxxxxxxxx	(SEAL)
Xxxxxx Xxxxxxxxx, Secretary				Xxxx Xxxxxxxxx, President

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