Lighting
Science Group Corporation
First Amendment To
Bank of Montreal Loan Authorization Agreement and Demand Note
Date July 24, 2009
Bank of
Montreal
Chicago, Illinois
Reference is
hereby made to (i) that certain Bank of Montreal Loan
Authorization Agreement dated as of July 25, 2008 (the Bank of
Montreal Loan Authorization Agreement, as amended and as the same
may be amended from time to time, being referred to herein as the
“Loan Agreement”), between Lighting Science
Group Corporation, a Delaware corporation (the
“Borrower”) and Bank of Montreal (the
“Bank”) and (ii) that certain Demand Note
dated as of July 25, 2008 (the “Note”) made
by the Borrower payable to the order of the Bank. All capitalized
terms used herein without definition shall have the same meanings
herein as such terms have in the Loan Agreement.
The Borrower has
requested that the Bank amend the “Maturity Date”
section of the Loan Agreement and make certain other amendments to
the Loan Agreement and the Note, and the Bank is willing to do so
under the terms and conditions set forth in this agreement (herein,
the “Amendment”).
Subject to the
satisfaction of all conditions precedent set forth in
Section 2 below, the Loan Agreement and the Note shall be and
hereby are amended as follows:
1.1. The date
“July 25, 2009” appearing in the
“Maturity Date” section of the Loan Agreement shall be
deleted and replaced with the date “August 24,
2009”.
1.2. The phrase
“one (1) year from the date hereof”
appearing in Section 5 of the Loan Agreement shall be deleted
and replaced with the date “August 24,
2009”.
1.3. The date
“July 25, 2009” appearing in the first
sentence of the Note shall be deleted and replaced with the date
“August 24, 2009”.
Section 2.
Conditions Precedent.
2.1. The Borrower
and the Bank shall have executed and delivered this
Amendment.
2.2. The Borrower
and the Bank shall have executed the Allonge to Demand Note dated
as of even date herewith.
