Amended and Restated Loan Letter Agreement between Alpha Security Group Corporation and Steven M. Wasserman

Summary

Alpha Security Group Corporation and Steven M. Wasserman have agreed that Mr. Wasserman will loan up to $200,000 to Alpha, in addition to any previous advances, to cover costs related to Alpha's public stock offering. The loan will not accrue interest and must be repaid within 90 days after Alpha completes the offering, using interest earned from a trust account. This agreement replaces a prior letter agreement dated January 12, 2007, and is governed by New York law.

EX-10.6.3 15 y29003a6exv10w6w3.txt EX-10.6.3: AMENDED AND RESTATED LETTER AGREEMENT Exhibit 10.6.3 ALPHA SECURITY GROUP CORPORATION 328 West 77th Street New York, New York 10024 February 8, 2007 Mr. Steven M. Wasserman 328 West 77th Street New York, New York 10024 Dear Mr. Wasserman: By signing and dating this letter where indicated below, you hereby agree with Alpha Security Group Corporation ("Alpha") as follows: 1. You shall loan to Alpha, upon Alpha's request, up to Two Hundred Thousand ($200,000) Dollars (the "Loan"), in addition to any and all sums previously advanced by you to Alpha, to be utilized by Alpha for the payment of costs and expenses associated with the offer and sale by Alpha of 6,000,000 shares of its common stock in a public offering underwritten by Maxim Group LLC and I-Banker Securities, Inc. (the "Offering"). 2. No interest shall accrue on the unpaid principal balance of the Loan. 3. The principal balance of this Loan shall be repayable within ninety (90) days of the date on which Alpha consummates the Offering, from interest earned on the trust account, as set forth in the Registration Statement on Form S-1 relating to the Offering. 4. This Agreement shall be construed in accordance with and enforced in accordance with the laws of the State of New York, without regard to the principles of conflicts of laws. 5. Any provision contained in this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. 6. This agreement supercedes in its entirety that certain letter agreement regarding the Loan dated January 12, 2007 ALPHA SECURITY GROUP CORPORATION By: /s/ Robert B. Blaha ----------------------- Robert B. Blaha Chief Management Officer ACCEPTED AND AGREED TO: /s/ Steven M. Wasserman - ----------------------------- Steven M. Wasserman Date: February 8, 2007