ADDENDUM TO PLEDGE AGREEMENT
ADDENDUM
TO PLEDGE
AGREEMENT
THIS
ADDENDUM TO PLEDGE AGREEMENT (the “Addendum”) is made and dated as of the
23rd
day of
February, 2007 by and between Patient Safety Technologies, Inc., a Delaware
corporation (“Debtor”), and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇, an individual (“Secured
Party”).
RECITALS
A. Whereas,
Debtor and Secured Party entered into a Pledge Agreement dated as of September
8, 2006 pursuant to the terms of that certain Secured Convertible Promissory
Note dated as of even date therewith (as the same may be amended, extended
or
replaced from time to time, the “Note”), issued pursuant to that certain Note
and Warrant Purchase Agreement dated as of even date therewith and executed
by
the parties (as the same may be amended, extended or replaced from time to
time,
the “Purchase Agreement”), given in consideration of that certain loan from
Secured Party to Debtor in the principal amount of $1,495,280.89 (the “Loan”).
Capitalized terms used herein without definition have the meanings assigned
thereto in the Purchase Agreement.
B. Since
the
effective date of the Pledge Agreement, the 2,421,292 shares in Digicorp, a
Utah
corporation, referenced on Schedule I to the Pledge Agreement (the “Shares”) and
pledged as collateral for the Loan, have been sold, and Debtor is holding a
Non-Recourse Promissory Note (“the Non-Recourse Note”) and a Security and Pledge
Agreement (“Security Agreement”) from the purchaser of the shares, both dated
December 27, 2006, the Security Agreement pledging as collateral for the
Non-Recourse Note a security interest in the Shares. The Non-Recourse Note
and
the Security Agreement are attached hereto as Exhibits “A” and “B”,
respectively.
C. Debtor
has agreed to grant to Secured Party, as further collateral for the Loan, all
of
its right, title and interest in and to the Non-Recourse Note and the Security
Agreement.
NOW,
THEREFORE, in consideration of the above Recitals and for other good and
valuable consideration, the receipt and adequacy of which are hereby
acknowledged, the parties hereto hereby agree as follows:
AGREEMENT
1. Collateral
Assignment.
Debtor
hereby pledges, assigns and grants to Secured Party all of its right, title
and
interest in and to the Non-Recourse Note and the Security Agreement, attached
hereto as Exhibits “A” and “B”, respectively, to further secure payment and
performance of Debtor’s obligations under the Loan. All other terms of the
Pledge Agreement shall remain the same.
2. Execution
in Counterparts.
This
Addendum to Pledge Agreement may be executed in counterparts, each of which
when
so executed shall be deemed to be an original and all of which when taken
together shall constitute one and the same agreement.
|
EXECUTED
as of the date first written above.
|
|||
|
DEBTOR:
|
PATIENT SAFETY TECHNOLOGIES, INC., | ||
| a Delaware corporation | |||
| By: | |||
| Name: | |||
| Title: | |||
| Address: | ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ | ||
| ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ | |||
|
SECURED
PARTY:
|
|||
| By: | |||
| Name: | ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ | ||
| Address: | ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ | ||
| ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ | |||
2