Exhibit 10.35
July 7, 2000
SovCap Equity Partners
c/o SovCap Investment Management Group, LLC
3340 Peachtree Road, NE, Suite 2320
Atlanta, GA 30326
To Whom It May Concern:
Reference is made to (i) the Series 1 Bridge Note Purchase and Security
Agreement, dated March 16, 1999, by and among Compositech Ltd. and the
Purchasers listed therein, as amended by that certain First Amendment to the
Series 1 Bridge Note Purchase and Security Agreement, dated April 21, 1999 and
executed by the Company and certain Purchasers in connection with the Second
Closing, that certain Second Amendment to the Series 1 Bridge Note Purchase and
Security Agreement, dated July 28, 1999, and executed by the Company and certain
Purchasers in connection with the Third Closing, that certain Letter Agreement,
dated November 22, 1999, and executed by the Company and the Purchasers, that
certain Letter Agreement, dated March 31, 2000, and executed by the Company and
the Purchasers and that certain Letter Agreement dated April 21, 2000 and
executed by the Company and the Purchasers (as so amended, the "Purchase
Agreement").
The parties hereto hereby agree that Section 1.1 of the First Amendment to
Series 1 Bridge Note Purchase and Security Agreement, dated April 21, 1999, is
hereby amended by deleting Exhibit A thereto and substituting a new Exhibit A, a
copy of which is attached to this agreement.
In addition, the parties hereto hereby agree that Section 1.1 of the Second
Amendment to Series 1 Bridge Note Purchase and Security Agreement, dated July
28, 1999, is hereby amended by deleting from Exhibit A thereto the reference to
Item No. 1 - Vacuum Molding Press.
Please indicate your acknowledgment and agreement to the above amendment on
behalf of the Purchasers by executing the enclosed copy of this Letter Agreement
as Representative of the Purchasers pursuant to the authority granted to you
under Section 2.5 of the Purchase Agreement appointing SovCap Equity Partners,
Ltd. Representative for all other Purchasers under the Purchase Agreement.
COMPOSITECH LTD.
By:
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Name: Samuel S. Gross, Executive Vice President
ACKNOWLEDGED, AGREED AND ACCEPTED:
SOVCAP EQUITY PARTNERS, LTD., as Representative for the Purchasers
By:
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Name:
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Title: -----------------------------------------
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Exhibit 10.35
EXHIBIT A
DESCRIPTION OF EQUIPMENT COLLATERAL
Equipment
1. Winding Machines Compositech designed and built integrated
assemblies, each approximately 17 feet long,
9 feet wide and 9 feet high, consisting of
automatic filament winding devices.
Compositech designated as :
Winder # 4
Winder # 5
Equipment cost = approximately $ 970,000
2. All Proceeds of the foregoing including all accessions to, substitutions and
replacements for, and rents, profits and products of the foregoing. "Proceeds",
as such term is used herein, shall mean "proceeds," as such term is defined in
Section 9-306(1) of the UCC, and, in any event, includes, without limitation,
(i) any and all proceeds of or distributions pursuant to any insurance,
indemnity, surety, warranty or guaranty payable to the Grantor from time to time
with respect to any of the Collateral, (ii) any and all payments (in any form
whatsoever) made or due and payable to the Grantor from time to time in
connection with any requisition, confiscation, replevin, condemnation, seizure
or forfeiture of all or any part of the Collateral by any public or governmental
authority (or any person acting under color of any public or governmental
authority), and (iii) any and all other amounts from time to time paid or
payable under or in connection with any of the Collateral.
