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Exhibit 10.1
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SECOND
AMENDMENT
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TO
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LOAN AND SECURITY
AGREEMENT
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THIS SECOND AMENDMENT TO
LOAN AND SECURITY AGREEMENT (this " Amendment ") is made on
January 26, 2009 by and between IGI Laboratories, Inc. (f/k/a IGI,
Inc.), a Delaware corporation with an address of 105 Lincoln
Avenue, Buena, New Jersey 08310 (" Borrower "), and Pinnacle
Mountain Partners LLC, a New Hampshire limited liability company
with an address of 206 Pinnacle Road, Lyndeborough, New Hampshire,
03082 (together with its successors and assigns, " Lender
").
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WHEREAS, Borrower and Lender
entered into that certain Loan and Security Agreement, dated as of
January 29, 2007, as amended by amendment No. 1 thereto dated July
29, 2008 (as amended, the " Loan Agreement "), and the Loan
Agreement provides that it may only be amended by a writing signed
by both Borrower and Lender; and
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WHEREAS, Borrower and Lender
desire to amend certain provisions of the Loan Agreement as set
forth herein.
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NOW, THEREFORE, in
consideration of the mutual promises contained herein, and other
good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, and intending to be legally bound
hereby, Borrower a
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