Letter Agreement (Note Prepayment), dated October 31, 2011, between the Company, Safety & Ecology Holdings Corporation and Homeland Security Capital Corporation

EX-2.6 6 ex2_6.htm EXHIBIT 2.6 ex2_6.htm

Exhibit 2.6

October 31, 2011

Perma-Fix Environmental Services, Inc.

8302 Dunwoody Place, Suite 250

Atlanta, Georgia 30350

Attention: Dr. Louis F. Centofanti, Chairman,

President, and Chief Executive Officer

Homeland Security Capital Corporation

4601 North Fairfax Drive

Arlington, Virginia 22203

Attention: C. Thomas McMillen

Chief Executive Officer

Safety & Ecology Holdings Corporation

2800 Solway Road

Knoxville, Tennessee 37931

Attention: Christopher Leichtweis

Chief Executive Officer

Re:	Prepayment of $500,000 of Principal of the Note

Gentlemen:

We refer to the Stock Purchase Agreement, dated July 15, 2011 (the “Purchase Agreement”), by and among Perma-Fix Environmental Services, Inc. (“PESI”), Homeland Security Capital Corporation (“Parent”), and Safety & Ecology Holdings Corporation (the “Company”), and the Note attached thereto as Exhibit A. Unless otherwise defined in this letter, the capitalized terms in this letter shall have the meanings ascribed to them in the Purchase Agreement and the Note, as applicable.

The parties hereby agree, pursuant to Section 3 of the Note, that PESI will prepay $500,000 of the principal amount payable under the Note, without interest or penalty, to Parent by no later ten days after the Closing. The whole $500,000 prepayment shall be applied against the principal amount of the Note.

(Remainder of page intentionally left blank. Signature page(s) to follow.)

The parties hereto have caused this letter regarding the prepayment of the Note to be signed by their duly authorized representatives as of the date first set forth above.

	PERMA-FIX ENVIRONMENTAL SERVICES, INC., a Delaware corporation

	By:	/s/ Ben Naccarato
	Name:	Ben Naccarato
	Title:	CFO

	(“PESI”)

	HOMELAND SECURITY CAPITAL CORPORATION, a Delaware corporation

	By:	/s/ C. Thomas McMillen
	Name:	C. Thomas McMillen
	Title:	CEO

	(“Parent”)

	SAFETY & ECOLOGY HOLDINGS CORPORATION, a Nevada corporation

	By:	/s/ Christopher P Leichtweis
	Name:	Christopher P. Leichtweis
	Title:	CEO/President

	(the “Company”)