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:
Name:
Title:
Address:
C ACQUISITION CORPORATION
By:
Name:
Title:
ACCUREL SYSTEMS
INTERNATIONAL CORPORATION
By:
Name:
Title:
ACKNOWLEDGED:
LAURUS MASTER FUND, LTD.
By:
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
Term note with Accurel Shareholders in the amount of $1.65 million to be paid
with the
proceeds of this financing