HAUSER INC
10-Q, EX-10.3, 2000-11-14
MEDICINAL CHEMICALS & BOTANICAL PRODUCTS
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         AMENDMENT NO. 1 TO SECURITY AGREEMENT, dated as of September 1, 2000
(this "Amendment"), to that certain Security Agreement, dated as of June 11,
1999 (the "Original Agreement"), among Hauser, Inc., a Colorado corporation
("Hauser"), Shuster Laboratories, Inc., a Massachusetts corporation
(collectively, the "Debtors"), and Wells Fargo Bank, National Association (the
"Secured Party").

         Hauser has caused to be formed a new corporation, Hauser Technical
Services, Inc., a Delaware corporation ("HTS"), which is a wholly owned
subsidiary of Hauser. In consideration of the Secured Party entering into a
Waiver and Amendment No. 2 to Credit Agreement, dated as of September 1, 2000,
to that certain Credit Agreement, dated as of June 11, 1999, among the Debtors,
Zuellig Botanical Extracts, Inc., ZetaPharm Inc., Wilcox Drug Company, Inc., and
Secured Party, and pursuant to the terms of the Original Agreement, the Debtors,
HTS and the Secured Party hereby agree to amend the Original Agreement to add
and include HTS as a party thereto, which for all purposes shall be deemed to be
a Debtor, as defined in the Original Agreement, as if it had been an original
signatory thereto.

         Except as specifically provided herein, all terms and conditions of the
Original Agreement remain in full force and effect, without waiver or
modification. This Amendment and the Original Agreement shall be read together
as one document.

         IN WITNESS THEREOF, the parties hereto have caused this Amendment to be
duly executed and delivered by their respective officers or representatives as
of the day and year first above written.

WELLS FARGO BANK, NATIONAL                HAUSER, INC.
  ASSOCIATION

By:    /s/ Art Brokx                      By:    /s/ Volker Wypyszyk
       ----------------------------              -------------------------------
Name:  Art Brokx                          Name:  Volker Wypyszyk
       ----------------------------              -------------------------------
Title: Vice-President                     Title: Chief Executive Officer
       ----------------------------              -------------------------------


SHUSTER LABORATORIES, INC.                HAUSER TECHNICAL SERVICES, INC.

By:    /s/ Kenneth C. Cleveland           By:    /s/ Kenneth C. Cleveland
       ----------------------------              -------------------------------
Name:  Kenneth C. Cleveland               Name:  Kenneth C. Cleveland
       ----------------------------              -------------------------------
Title: Clerk                              Title: Vice-President
       ----------------------------              -------------------------------



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