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KENNETH W. BRIMMER
c/o STEN Corporation
10275 Wayzata Blvd., Suite 310
Minnetonka, Minnesota 55305
October 31, 2008
LV Administrative Services, Inc.
c/o Valens Capital Management, LLC
335 Madison Avenue, 10 th Floor
New York, New York 10017
Ladies and Gentlemen:
Reference is made to (i) that certain Security
Agreement, dated as of November 23, 2007, between the STEN
Corporation, a Minnesota corporation (" STEN "), STEN Credit
Corporation, a Utah corporation (" STEN Credit "), STENCOR,
Inc., a Minnesota corporation (" STENCOR "), STEN Financial
Corporation, a Utah corporation (" STEN Financial "),
EasyDrive Cars and Credit Corp., an Arizona corporation ("
EasyDrive "), BTAC Properties, Inc., a Minnesota corporation
(" BTAC "), Alliance Advance, Inc., an Arizona corporation
(" Alliance "), STEN Acquisition Corporation, a Minnesota
corporation (" STEN Acquisition "), and Burger Time
Acquisition Corporation, a Minnesota corporation (" BT
Acquisition "
and together with STEN, STEN Credit, STENCORP, EasyDrive, BTAC,
Alliance, STEN Acquisition, each a " Company " and
collectively, the " Companies ") and LV Administrative
Services, Inc., as administrative and collateral agent (the "
Agent ") for Valens U.S. SPV I, LLC, a Delaware limited
liability company (" Valens ") and the lenders from time to
time party thereto (the " Lenders " together with the Valens
and the Agent, collectively, the " Creditor Parties " and
each, a " Creditor Party ") (as amended, modified or
supplemented from time to time, the " Security Agreement "),
and (ii) that certain Omnibus Amendment dated of even date hereof
between the Companies and the Creditor Parties (the "
Amendment " and together with the Security Agreement and the
Ancillary Agreements described therein, collectively, the "
Documents "). All terms used herein but not otherwise
defined herein shall have the meaning ascribed such terms in the
Documents.
This letter agreement is being delivered by the
undersigned (the " Purchaser "), a shareholder of the
Companies, in connection with the Amendment. The
consideration received by the Purchaser for signing this letter
agreement is the execution and delivery by the Creditor Parties of
the Amendment, which is a benefit to the Companies and their
subsidiaries.
The undersigned agrees to deliver, within thirty
(30) days of this letter agreement, to the Agent an executed Asset
Purchase Agreement to pur
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