0001354488-09-000964 Sample Contracts

FORBEARANCE AND AMENDMENT AGREEMENT
Forbearance and Amendment Agreement • June 11th, 2009 • Imperial Industries Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Florida

THIS FORBEARANCE AND AMENDMENT AGREEMENT is made and entered into on June 9, 2009, by and among PREMIX-MARBLETITE MANUFACTURING CO. ("Premix"), DFH, INC., formerly known as Acrocrete, Inc. and Acro Holdings, Inc. ("DFH"), and JUST-RITE SUPPLY, INC. ("Just-Rite"), each a Florida corporation (each a "Borrower" and collectively, "Borrowers"); IMPERIAL INDUSTRIES, INC., a Delaware corporation ("Guarantor"); and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association and successor to Congress Financial Corporation (Florida) under the Loan Agreement (defined below) ("Lender").

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ASSIGNMENT FOR THE BENEFIT OF CREDITORS
Assignment and Schedules • June 11th, 2009 • Imperial Industries Inc • Abrasive, asbestos & misc nonmetallic mineral prods

ASSIGNMENT, made this 8th day of June, 2009, between JUST-RITE SUPPLY, INC., a Florida corporation with its principal place of business located 3790 Park Central Boulevard, North, Pompano Beach, Broward County, Florida 33064, hereinafter “Assignor,” and MICHAEL P. PHELAN, whose address is 6861 S.W. 196th Avenue, Suite 201-204, Ft. Lauderdale, Florida 33332, hereinafter “Assignee.”

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