Exhibit 10.15
ELEVENTH AMENDMENT
TO ADDITIONAL SENIOR SECURITY
AGREEMENT
ELEVENTH AMENDMENT, dated AS OF October 1, 2008
(the " Amendment "), to the Additional Senior Security
Agreement referred to below, by and among (i) GENERAL DATACOMM
INDUSTRIES, INC., a Delaware corporation, GENERAL DATACOMM, INC., a
Delaware corporation ("GDC"), GDC HOLDING COMPANY, LLC, a Delaware
limited liability company, GDC NAUGATUCK, INC., a Delaware
corporation, GDC FEDERAL SYSTEMS, INC., a Delaware corporation, GDC
REALTY, INC., a Texas corporation (each, a " Borrower " and
collectively, the " Debtors ”) and Howard S. Modlin
(“Modlin”) and John L. Segall (together with their
successors and assigns the “Secured Party”)
WHEREAS, GDC and the other Debtors have
requested previously on October 1, 2008 that Modlin as a Secured
Party loan GDC an additional $250,000, subject to (i) the execution
and delivery of this Amendment by the Debtors, and (ii) the other
terms and conditions set forth in this Amendment;
NOW THEREFORE, in consideration of the premises
and other good and valuable consideration, the parties hereto
hereby agree as follows:
1.
Definitions in Amendment
. Any capitalized term used herein and not defined shall
have the meaning assigned to it in the Additional Senior Security
Agreement dated December 30, 2003 between the Debtors and the
Secured Party as heretofore amended ( the
“Security Agreement”).
2.
Loans . In consideration
of the principal amount of $250,000 loaned October 1, 2008 by
Modlin as a Secured Party to GDC reflected by a demand n
