Letter
      Agreement

    


    


    August
      7th, 2007

    


    Secure
      America Acquisition Corporation

    1005
      North Glebe Road

    Suite
      550

    Arlington,
      Virginia 22201

    


    Dear
      Ladies and Gentlemen:

    


    We
      are
      providing you with this Letter Agreement in connection with the Operating
      Agreement dated as of June 8, 2007 (the “Operating
      Agreement”), between
      C. Thomas McMillen (“McMillen”),
      Harvey L. Weiss (“Weiss”,
      and
      together with McMillen, the “Members”)
      and
      Secure America Holdings, LLC (the “Company”,
      and
      together with the Members, the “Parties”).
      Capitalized terms not otherwise defined in this Letter Agreement shall have
      the
      meanings specified in the Operating Agreement.

     

    1.
      The
      Parties hereby acknowledge and agree that (i) the Members are the sole Members
      of the Company and (ii) the Company serves as the managing member of Secure
      America Acquisition Holdings, LLC (“SAAH”),
      pursuant to that certain Amended and Restated Limited Liability Company
      Operating Agreement dated as of June 8, 2007, made by SAAH and the members
      listed on Schedule A thereof.

     

    2.
      Each
      of the Members hereby acknowledges and agrees that, until the date of the
      consummation of the initial business combination (the “Business
      Combination”) by Secure America Acquisition Corporation (“SAAC”), (i)
      fifty percent (50%) of the Company will be owned and controlled by McMillen
      and
      (ii) fifty percent (50%) of the Company will be owned and controlled by
      Weiss.

     

    3.
      Each
      of McMillen and Weiss hereby acknowledges and agrees that, until the date of
      the
      Business Combination, each of McMillen and Weiss shall not transfer any portion
      of their respective membership interests in the Company to another Member of
      the
      Company or to any other person or entity, except that the Members may transfer
      their interests in the Company to their respective family members and trusts
      of
      such family members for estate planning purposes or, upon the death of a Member,
      to an estate or beneficiaries of such Member; provided,
      that in
      each case, any such transferees will be subject to the same transfer
      restrictions as the Members until the date of the Business
      Combination.

     

    This
      letter agreement may be executed in any number
      of counterparts and by different parties hereto on separate counterparts, each
      complete set of which, when so executed and delivered by all parties, shall
      be
      an original, but all such counterparts shall together constitute but one and
      the
      same instrument. This Letter Agreement may  be executed by telefacsimile
      transmission, and such telefacsimile signatures shall be binding, of full force
      and effect, and treated as original signatures. This Letter Agreement shall
      be
      governed by the substantive laws (other than conflict laws) of the State of
      Delaware. Any provision of this Letter Agreement held by a court of competent
      jurisdiction to be invalid or unenforceable shall not impair or invalidate
      the
      remainder of this Letter Agreement, and the effect thereon shall be confined
      to
      the provision so held to be invalid or unenforceable.

     

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    Please
      confirm your agreement with the foregoing by signing and returning the enclosed
      copy of this Letter Agreement to the undersigned, whereupon this Letter
      Agreement shall become a binding agreement among us and you.

     

    
      	 	 	 
	 	C.
              THOMAS
              MCMILLEN
	 
 	 
 	 
 
	
            	
            	/s/ C.
              Thomas
              McMillen
	 	
              

            
	 	 


    

    
       

      
        	 	 	 
	 	HARVEY
                L.
                WEISS
	 
 	 
 	 
 
	
              	
              	/s/ Harvey
                L.
                Weiss
	 	
                

              
	 	 


      

      
        
           

          
            	 	 	 
	 	SECURE
                    AMERICA HOLDINGS, LLC 
	 
 	 
 	 
 
	
                  	By:  	/s/ C.
                    Thomas
                    McMillen
	 	
                    
Name:
                    C. Thomas McMillen
	 	Title:  
                    CEO


          

           

        

      

    

     

    Accepted
      and Acknowledged as of the 7th

    day
      of
      August, 2007.

    


    
      	SECURE
              AMERICA ACQUISITION CORPORATION	 	 	 
	 	 	 	 
	 	 	 	 
	By: 
              /s/ C. Thomas McMillen	 	 	
            
	
              
                

              
Name: C. Thomas McMillen
Title:  
              Co-CEO	 	 	
            




    
      
        
        

      

      
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