First Amendment to Agreement of Purchase and Sale between SRS Medical Corp. and Timm Medical Technologies, Inc.

Contract Categories: Business Finance › Modification Agreements
Summary

SRS Medical Corp. and Timm Medical Technologies, Inc. have amended their original Agreement of Purchase and Sale dated October 15, 2003. This amendment changes the schedule and amounts of minimum deferred payments that SRS Medical Corp. must make to Timm Medical Technologies. The new payment schedule specifies actual results for certain quarters and sets fixed payment amounts for others, continuing until all principal and interest under the related Promissory Note are paid in full.

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EX-2.12 4 a98728exv2w12.txt EXHIBIT 2.12 EXHIBIT 2.12 FIRST AMENDMENT TO AGREEMENT OF PURCHASE AND SALE THIS FIRST AMENDMENT TO THE AGREEMENT OF PURCHASE AND SALE dated October 15, 2003, by and between SRS Medical Corp., a Washington Corporation ("Buyer") and Timm Medical Technologies, Inc. ("Seller"). RECITALS WHEREAS, the Parties executed and delivered the Agreement of Purchase and Sale dated October 15, 2003, relating to SRS Medical Corp., purchase or certain assets from Timm Medical Technologies. WHEREAS, the Parties now wish to amend the Original Agreement by means of this Agreement to change the minimum guarantee payments required by the Buyer. NOW THEREFORE, in consideration of the foregoing and of the mutual promises contained herein, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: AGREEMENT The schedule of deferred payment, Schedule 1.05, is hereby amended to be the following: Schedule 1.05 Deferred Payment Schedule
QUARTER MINIMUM DEFERRED PAYMENT ------- ------------------------ Q4 2003 $0 Q1 2004 Actual Results Q2 2004 Actual Results Q3 2004 Actual Results Q4 2004 $45,000 Q1 2005 $47,000 Q2 2005 $52,000 Q3 2005 $55,000 Q4 2005 $60,000 Q2 2006 and thereafter $60,000 per quarter until the outstanding principal and accrued and unpaid interest under the Promissory Note is paid in full.
ENDOCARE, INC. SRS MEDICAL CORP. - -------------------------------- -------------------------------- Print Name Print Name /s/ William J. Nydam 3/25/04 /s/ Kevin Connolly 4/1/04 - -------------------------------- -------------------------------- Signature Date Signature Date