0001013762-11-000738 Sample Contracts

FIRST AMENDMENT TO FORBEARANCE AGREEMENT
Forbearance Agreement • March 29th, 2011 • WPCS International Inc • Communications services, nec

This First Amendment to Forbearance Agreement (this “Amendment” or this “Forbearance Amendment”) is made as of March 28, 2011, effective as of February 28, 2011, by and among BANK OF AMERICA, N.A. (“Bank”), a national banking association, having an office and place of business located at c/o Special Assets Group, 111 Westminster Street, Mail Sop RI1-102-15-01, Providence, Rhode Island 02903, and WPCS INTERNATIONAL INCORPORATED (“WPCS”), a corporation of the State of Delaware, WPCS INTERNATIONAL – SARASOTA, INC. (formerly Southeastern Communication Services, Inc., herein “Sarasota”) a corporation of the State of Florida, WPCS INTERNATIONAL – ST. LOUIS, INC. (formerly Heinz Corporation, herein “St. Louis”), a corporation of the State of Missouri, WPCS INTERNATIONAL – LAKEWOOD, INC. (formerly Quality Communications & Alarm Company, Inc., herein “Lakewood”), a corporation of the State of New Jersey, WPCS INTERNATIONAL – SUISUN CITY, INC. (formerly Walker Comm Inc., herein “Suisun City”), a

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AMENDED AND RESTATED SECURITY AGREEMENT (Multiple Use)
Security Agreement • March 29th, 2011 • WPCS International Inc • Communications services, nec • New York
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