related or incidental to the
relationship established between them in connection with this Master Security
Agreement or the transactions related hereto.
11.
IT IS UNDERSTOOD AND AGREED THAT ANY PERSON OR ENTITY THAT DESIRES
TO BECOME AN ASSIGNOR HEREUNDER, OR IS REQUIRED TO EXECUTE A COUNTERPART OF THIS
MASTER SECURITY AGREEMENT AFTER THE DATE HEREOF PURSUANT TO THE REQUIREMENTS OF
ANY DOCUMENT, SHALL BECOME AN ASSIGNOR HEREUNDER BY (X) EXECUTING A JOINDER
AGREEMENT IN FORM AND SUBSTANCE SATISFACTORY TO LAURUS, (Y) DELIVERING
SUPPLEMENTS TO SUCH EXHIBITS AND ANNEXES TO SUCH DOCUMENTS AS LAURUS SHALL
REASONABLY REQUEST AND (Z) TAKING ALL ACTIONS AS SPECIFIED IN THIS MASTER
SECURITY AGREEMENT AS WOULD HAVE BEEN TAKEN BY SUCH ASSIGNOR HAD IT BEEN AN
ORIGINAL PARTY TO THIS MASTER SECURITY AGREEMENT, IN EACH CASE WITH ALL
DOCUMENTS REQUIRED ABOVE TO BE DELIVERED TO LAURUS AND WITH ALL DOCUMENTS AND
ACTIONS REQUIRED ABOVE TO BE TAKEN TO THE REASONABLE SATISFACTION OF LAURUS.
6
12.
ALL NOTICES FROM LAURUS TO ANY ASSIGNOR SHALL BE SUFFICIENTLY
GIVEN IF MAILED OR DELIVERED TO SUCH ASSIGNOR'S ADDRESS SET FORTH BELOW.
Very truly yours,
IMPLANT SCIENCES CORPORATION
By:
/s/ Anthony Armini
Name: Anthony Armini
Title: President
C ACQUISITION CORPORATION
By:
/s/ Anthony Armini
Name: Anthony Armini
Title: Chief Executive Officer
ACCUREL SYSTEMS
INTERNATIONAL CORPORATION
By:
/s/ Anthony Armini
Name: Anthony Armini
Title: Chief Executive Officer
ACKNOWLEDGED:
LAURUS MASTER FUND, LTD.
By:
/s/ Laurus Master Fund
Name:
Title
7
SCHEDULE A
Entity
Jurisdiction of
Formation
Organization Identification
Number
C Acquisition Corporation
Delaware
201688021
Accurel Systems International Corporation
California
770213856
Schedule 3(c)
Term Note with Comerica Bank in the amount of approximately $1.3 million
Line of Credit with Bridge Bank in the amount of $1.5 million