LOAN MODIFICATION AGREEMENTLoan Modification Agreement • April 14th, 2009 • Compliance Systems Corp • Communications services, nec • New York
This Warrant Certificate is being issued in accordance with that certain Loan Modification Agreement, dated March 31, 2009 (the “Agreement”) to which the Warrantholder, as lender, and the Company, as the guarantor, are parties. The Warrantholder is the holder of that certain Amended and Restated Promissory Note, dated March 31, 2009 (the “Note”) executed and delivered by Call Compliance, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (the “Borrower”) evidencing the Warrantholder’s grant to the Borrower of a revolving line of credit in the principal amount of up to $750,000 (the “Revolving Credit Amount”).
Agreement to Amend and Restate Secured Convertible DebenturesSecured Convertible Debentures • April 14th, 2009 • Compliance Systems Corp • Communications services, nec • New York
This Agreement to Amend and Restate Secured Convertible Debentures, dated as of January 31, 2009, is by and between Compliance Systems Corporation, a Nevada corporation (“Borrower”), and Agile Opportunity Fund, LLC, a Delaware limited liability company “Lender”).
WAIVER AND STANDSTILL AGREEMENTWaiver and Standstill Agreement • April 14th, 2009 • Compliance Systems Corp • Communications services, nec • New York
This Waiver and Standstill Agreement, dated as of January 26, 2009 (this “Agreement”), is entered into among Compliance Systems Corporation, a Nevada corporation (“CSC”), Call Compliance, Inc., a New York corporation and wholly-owned subsidiary of CSC (“CCI,” and collectively with CSC, “Compliance”) and Nascap Corp., a New York corporation (“Nascap”).
CORPORATE GUARANTYCorporate Guaranty • April 14th, 2009 • Compliance Systems Corp • Communications services, nec
For value received, and with respect to any loans, advances, leases or financial accommodations previously, now or hereafter made or granted by Barry Brookstein, an individual (the "Lender") to or for the account of Call Compliance, Inc., a New York corporation (the "Debtor"), under that certain Promissory Note, dated of even date herewith in the principal amount of $50,000, issued to the Lender by the Debtor (the “Note,”), the undersigned (the "Guarantor") hereby guarantees the prompt payment to Lender of all sums which may in any manner whatsoever be presently due and owing and of all sums which shall in the future become in any manner whatsoever due and owing to Lender from Debtor under the Note whether by acceleration or otherwise; and under all other present and future agreements, notes or documents with Lender or sold, transferred or assigned to Lender.
