FIRST SUPPLEMENTAL GUARANTY OF
UNASSIGNED ISSUER’S RIGHTS
THIS FIRST
SUPPLEMENTAL GUARANTY OF UNASSIGNED ISSUER’S RIGHTS dated as
of December 1, 2004 (the “First Supplement “), by
and between Synergetics, Inc., a Missouri corporation (the
“Corporate Guarantor”), and THE INDUSTRIAL DEVELOPMENT
AUTHORITY OF ST. CHARLES COUNTY, MISSOURI, a public corporation
organized and existing under the laws of the State of Missouri (the
“Issuer”), supplementing the Guaranty of Unassigned
Issuer’s Rights dated as of September 1, 2002 (the
“Original Guaranty” and, as supplemented by this First
Supplement, the “Guaranty of Unassigned Issuer’s
Rights”) among William L. Bates, Gregg D. Scheller and Kurt
W. Gampp, Jr., residents of the State of Missouri (the
“Individual Guarantors”) and
WHEREAS, the
Guarantors did execute and deliver the Original Guaranty;
and
WHEREAS, pursuant
to the terms of the Original Guaranty, the obligations of the
Individual Guarantors under the Original Guaranty have been
discharged; and
WHEREAS, in
connection with the issuance of additional bonds and an additional
promissory note (the “Series 2004 Note”) by
Synergetics Development Company, L.L.C., a Missouri limited
liability company (the “Obligor”), the Corporate
Guarantor and the Issuer desire to supplement the Original
Guaranty.
NOW,
THEREFORE, THIS FIRST SUPPLEMENTAL GUARANTY OF UNASSIGNED
ISSUER’S RIGHTS WITNESSETH:
Section 1.
The first three recitals of the Original Guaranty are hereby
amended to read as follows:
WHEREAS, the
Issuer issued its Private Activity Revenue Bonds, Series 2002
(Synergetics Development Company Project), in an aggregate
principal amount of $2,645,000 (the “Series 2002
Bonds”) and intends to issue its Private Activity Revenue
Bonds, Series 2004 (Synergetics Development Company Project)
in an aggregate principal amount of $2,330,000 (the
“Series 2004 Bonds” and, together with the Series
2002 Bonds, the “Bonds”); and
WHEREAS, the Bonds
were and are t
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