Amendment to $2,000,000 Secured Promissory Note Between ELXSI and Cadmus Corporation (Extension of Maturity Date)

Summary

ELXSI and Cadmus Corporation have agreed to extend the maturity date of a $2,000,000 secured promissory note originally due on June 30, 1999, by two years to June 2001. The note carries an annual interest rate of 15%. Both parties agree to take any further necessary actions to formalize this extension and ensure it is binding, including in the event of assignment to a third party. The agreement is governed by New York law.

EX-10.32 11 file011.txt EXHIBIT 10.32 EXHIBIT 10.32 ELXSI 3600 Rio Vista Avenue Suite A Orlando, Florida 32805 June 25, 1999 Cadmus Corporation 3600 Rio Vista Avenue Suite A Orlando, Florida 32805 $2,000,000 SECURED PROMISSORY NOTE DUE JUNE 30, 1999 Dear Sirs: Reference is made to that certain $2,000,000 Secured Promissory Note, dated June 30, 1997 (the "Cadmus->ELXSI Note"), of Cadmus Corporation, a Massachusetts corporation ("Cadmus"), payable to the undersigned ELXSI, a California corporation ("ELXSI"). The Cadmus->ELXSI Note matures on June 30, 1999 and provides for interest payable at an annual rate of 15%. 1. EXTENSION. ELXSI hereby agrees that the "Maturity Date" under (and as defined in) the Cadmus->ELXSI Note is hereby extended by two years, to June ___, 2001. The foregoing shall for all purposes be effective as an amendment of the Cadmus->ELXSI Note. Accordingly, in the event that ELXSI wishes to assign or otherwise transfer the Cadmus->ELXSI Note to any third party, ELXSI shall advise such third party of such amendment, and/or take such other reasonable actions, as may be reasonably necessary, in order to render such amendment binding and effective on such third party. 2. FURTHER ASSURANCES. From time to time after the date hereof, as and when requested by either party hereto, the other party hereto shall execute and deliver, or cause to be executed and delivered, such documents and instruments and shall take, or cause to be taken, such further or other actions as such requesting party may reasonably deem necessary or desirable in order to further effect or evidence the transactions contemplated hereby or to otherwise carry out the intent and purposes of this agreement. 3. GOVERNING LAW. This agreement shall be interpreted, construed and enforced in accordance with the laws of the State of New York. Kindly indicate your acceptance of the foregoing by executing a counterpart of this letter in the space provided, whereupon it shall become a binding agreement between us. Very truly yours, ELXSI By:/s/ DAVID M. DOOLITTLE ---------------------- David M. Doolittle Vice President ACCEPTED AND AGREED TO, as of the date first above written: CADMUS CORPORATION By:/s/ ALEXANDER M. MILLEY ----------------------- Alexander M. Milley President