LAURUS MASTER FUND, LTD.Overadvance Side Letter • December 1st, 2006 • Riviera Tool Co • Metalworkg machinery & equipment
Reference is hereby made to that certain Security Agreement dated as of May 17, 2005 by and among Riviera Tool Company, a Michigan corporation ("RTC"), such other subsidiaries of RTC named in that certain Security Agreement or which hereafter become a party thereto (collectively, the "Company") and Laurus Master Fund, Ltd. ("Laurus") (as amended, modified or supplemented from time to time, the "Security Agreement") and that certain Overadvance Side Letter to RTC from Laurus dated May 17, 2005 (the "Original Overadvance Letter"). This letter hereby amends and restates the terms set forth in the Original Overadvance Letter. Capitalized terms used but not defined herein shall have the meanings ascribed them in the Security Agreement.
July 13, 2006Overadvance Side Letter • July 19th, 2006 • Accentia Biopharmaceuticals Inc • Pharmaceutical preparations
February 1, 2006Overadvance Side Letter • February 7th, 2006 • Conversion Services International Inc • Services-computer programming, data processing, etc.
Re: Second Amended and Restated Overadvance Side LetterOveradvance Side Letter • November 14th, 2008 • Silicon Mountain Holdings, Inc. • Electronic computers
Reference is hereby made to that certain Security and Purchase Agreement dated as of September 25, 2006 by and among SILICON MOUNTAIN HOLDINGS, INC., a Colorado corporation (“Parent”), SILICON MOUNTAIN MEMORY, INCORPORATED, a Colorado corporation (“SMM”), VCI SYSTEMS, INC., a Colorado corporation (“VCI”, and together with Parent and SMM, the “Companies” and, each a “Company”) and Laurus Master Fund, Ltd. (“Laurus”) (as amended, modified and/or supplemented from time to time, the “Security Agreement”). This Second Amended and Restated Overadvance Side Letter amends and restates in its entirety (and is given in substitution for and not in satisfaction of) that certain Amended and Restated Overadvance Side Letter dated as of April 15, 2008 by and among each Company and Laurus, Valens U.S. SPV I, LLC (“Valens US”), Valens Offshore SPV I, LTD (“Valens Offshore”), PSource Structured Debt Limited (“PSource”) and LV Administrative Services, Inc. as agent (“Agent” and together with Laurus, Vale
June 21, 2007Overadvance Side Letter • August 14th, 2007 • Proxymed Inc /Ft Lauderdale/ • Services-computer processing & data preparation
Reference is hereby made to that certain Security and Purchase Agreement dated as of December 6, 2005 by and among Proxymed, Inc., a Florida corporation (the “Parent”), ProxyMed Transaction Services, LLC, a Delaware limited liability company (“PTS”), PlanVista Corporation, a Delaware corporation (“PlanVista”), Plan Vista Solutions, Inc., a New York corporation (“PVS”) and National Network Services, LLC, a Delaware limited liability company (“NNS”, and together with the Parent, PTS, PlanVista and PVS, the “Companies” and each, a “Company”) and Laurus Master Fund, Ltd. (“Laurus”) (as amended, modified and/or supplemented from time to time, the “Security Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed them in the Security Agreement. Subject to satisfaction of the Overadvance Conditions (as defined below), Laurus is hereby notifying the Companies of its decision to exercise the discretion granted to it pursuant to Section 2(a)(ii) of the Security
December 29, 2005Overadvance Side Letter • March 6th, 2006 • Accentia Biopharmaceuticals Inc • Pharmaceutical preparations • New York
Reference is hereby made to that certain Security Agreement dated as of April 29, 2005 by and among Accentia Biopharmaceuticals, Inc., a Florida corporation (“ABPI”), The Analytica Group, Inc., a Florida corporation (“Analytica”) and such other subsidiaries of ABPI named from time to time in that certain Security Agreement (collectively, the “Company”) and Laurus Master Fund, Ltd. (“Laurus”) (as amended, modified and/or supplemented from time to time, the “Security Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed them in the Security Agreement. Reference is made to the letter agreement, dated as of April 29, 2005 between the Company and Laurus (the “First Overadvance Waiver”), pursuant to which Laurus funded an Overadvance (as defined therein) to the Company in the aggregate principal amount of $1,150,676.80 (the “First Overadvance”). The First Overadvance expired as of October 29, 2005 and was required to be repaid on such date to the extent
Magnetech Industrial Services of Alabama LLCOveradvance Side Letter • June 6th, 2006 • Miscor Group, Ltd. • Services-miscellaneous repair services
August 29, 2007Overadvance Side Letter • September 5th, 2007 • Accentia Biopharmaceuticals Inc • Pharmaceutical preparations
October __, 2006Overadvance Side Letter • October 23rd, 2006 • Small World Kids Inc • Games, toys & children's vehicles (no dolls & bicycles)
AMENDMENT NO. 2 to OVERADVANCE SIDE-LETTEROveradvance Side-Letter • February 6th, 2008 • Accentia Biopharmaceuticals Inc • Pharmaceutical preparations • New York
This AMENDMENT NO. 2 to OVERADVANCE SIDE-LETTER (this “Amendment”), dated as of January 31, 2008, is entered into by and among Accentia Biopharmaceuticals, Inc., a Florida corporation (the “Parent”), Analytica International, Inc., a Florida corporation (“Analytica”), Teamm Pharmaceuticals, Inc., a Florida corporation (“Teamm” and, collectively with the Parent and Analytica, the “Companies” and, each a “Company”) and Laurus Master Fund, Ltd., a Cayman Islands company (the “Purchaser”), for the purpose of amending the terms of the Overadvance Side Letter dated as of August 29, 2007 by and among the Companies and the Purchaser (as amended by that certain Amendment No. 1 to Overadvance Side-Letter dated as of October 21, 2007 by and among the Companies and the Purchaser and as may be further amended, modified or supplemented from time to time, the “Overadvance Side-Letter”) issued in connection with the Amended and Restated Security Agreement, dated as of April 29, 2005, and amended and re
AMENDMENT NO. 1 to OVERADVANCE SIDE-LETTEROveradvance Side-Letter • November 2nd, 2007 • Accentia Biopharmaceuticals Inc • Pharmaceutical preparations • New York
This AMENDMENT NO. 1 to OVERADVANCE SIDE-LETTER (this “Amendment”), dated as of October 21, 2007, is entered into by and among Accentia Biopharmaceuticals, Inc., a Florida corporation (the “Parent”), Analytica International, Inc., a Florida corporation (“Analytica”), Teamm Pharmaceuticals, Inc., a Florida corporation (“Teamm” and, together with the Parent and Analytica, the “Companies” and, each a “Company”) and Laurus Master Fund, Ltd., a Cayman Islands company (the “Purchaser”), for the purpose of amending the terms of the Overadvance Side Letter dated as of August 29, 2007 by and among the Companies and Laurus (as amended, modified or supplemented from time to time, the “Overadvance Side-Letter”) issued in connection with the Amended and Restated Security Agreement, dated as of April 29, 2005, and amended and restated as of February 13, 2006 by and among the Companies and Laurus (as amended and restated, further amended, modified or supplemented from time to time, the “Security Agre
Re: Overadvance Side LetterOveradvance Side Letter • December 1st, 2005 • Naturade Inc • Pharmaceutical preparations
Reference is hereby made to that certain Security and Purchase Agreement dated as of July 26, 2005 by and among Naturade, Inc., a Delaware corporation (“Naturade”) and such other subsidiaries of Naturade which are from time to time party thereto (such other subsidiaries, together with Naturade, collectively, the “Company”) and Laurus Master Fund, Ltd. (“Laurus”) (as amended, modified and/or supplemented from time to time, the “Security Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed them in the Security Agreement. Reference is made to the letter agreement, dated as of September 20, 2005 between the Company and Laurus (the “First Overadvance Waiver”), pursuant to which Laurus agreed to fund an Overadvance (as defined therein) to the Company in the aggregate principal amount of $325,000 (the “First Overadvance”). Laurus is hereby notifying you of its decision to again exercise the discretion granted to it pursuant to Section 2(a)(ii) of the Sec
March 14, 2008 Silicon Mountain Holdings, Inc. 4755 Walnut Street Boulder, Colorado 80301 Attention: Rudolph (Tré) A. Cates III Re: Overadvance Side LetterOveradvance Side Letter • March 20th, 2008 • Silicon Mountain Holdings, Inc. • Electronic computers
Reference is hereby made to that certain Security and Purchase Agreement dated as of September 25, 2006 by and among SILICON MOUNTAIN HOLDINGS, INC., a Colorado corporation (“Parent”), SILICON MOUNTAIN MEMORY, INCORPORATED, a Colorado corporation (“SMM”), VCI SYSTEMS, INC., a Colorado corporation (“VCI”, and together with Parent and SMM, the “Companies” and, each a “Company”) and Laurus Master Fund, Ltd. (“Laurus”) (as amended, modified and/or supplemented from time to time, the “Security Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed them in the Security Agreement. Subject to satisfaction of the Overadvance Conditions (as defined below), Laurus is hereby notifying the Companies of its decision to exercise the discretion granted to it pursuant to Section 2(a)(ii) of the Security Agreement to make Loans to the Companies during the Period (as defined below) in excess of the Formula Amount on the date hereof (the “Overadvance”). Subject to sati
December 19, 2008Overadvance Side Letter • December 24th, 2008 • Incentra Solutions, Inc. • Services-business services, nec
Re: Amended and Restated Overadvance Side LetterOveradvance Side Letter • May 19th, 2008 • Silicon Mountain Holdings, Inc. • Electronic computers
Reference is hereby made to that certain Security and Purchase Agreement dated as of September 25, 2006 by and among SILICON MOUNTAIN HOLDINGS, INC., a Colorado corporation (“Parent”), SILICON MOUNTAIN MEMORY, INCORPORATED, a Colorado corporation (“SMM”), VCI SYSTEMS, INC., a Colorado corporation (“VCI”, and together with Parent and SMM, the “Companies” and, each a “Company”) and Laurus Master Fund, Ltd. (“Laurus”) (as amended, modified and/or supplemented from time to time, the “Security Agreement”). This Amended and Restated Overadvance Side Letter amends and restates in its entirety (and is given in substitution for and not in satisfaction of) that certain Overadvance Side Letter dated as of March 14, 2008 by and among each Company and Laurus (the “Original Overadvance Side Letter”). On September 28, 2007, Laurus, together with other affiliates of Laurus appointed LV Administrative Services, Inc. as administrative and collateral agent for Laurus and such affiliates (the “Agent” and
October 10, 2007Overadvance Side Letter • November 16th, 2007 • Proxymed Inc /Ft Lauderdale/ • Services-computer processing & data preparation
Reference is hereby made to that certain Security and Purchase Agreement dated as of December 6, 2005 by and among Proxymed, Inc., a Florida corporation (the “Parent”), ProxyMed Transaction Services, LLC, a Delaware limited liability company (“PTS”), PlanVista Corporation, a Delaware corporation (“PlanVista”), Plan Vista Solutions, Inc., a New York corporation (“PVS”) and National Network Services, LLC, a Delaware limited liability company (“NNS”, and together with the Parent, PTS, PlanVista and PVS, the “Companies” and each, a “Company”) and Laurus Master Fund, Ltd. (“Laurus”) (as amended, modified and/or supplemented from time to time, the “Security Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed them in the Security Agreement. Reference is also made to the Overadvance Side Letter, dated as of June 21, 2007 by and among Laurus and each of the Companies (as amended, modified and/or supplemented from time to time, the “June 2007 Overadvance S
