Attached files
| file | filename |
|---|---|
| EX-10.5 - STEELCLOUD INC | v190281_ex10-5.htm |
| 8-K - STEELCLOUD INC | v190281_8k.htm |
| EX-3.2 - STEELCLOUD INC | v190281_ex3-2.htm |
| EX-10.4 - STEELCLOUD INC | v190281_ex10-4.htm |
| EX-10.1 - STEELCLOUD INC | v190281_ex10-1.htm |
| EX-10.6 - STEELCLOUD INC | v190281_ex10-6.htm |
| EX-99.1 - STEELCLOUD INC | v190281_ex99-1.htm |
| EX-10.9 - STEELCLOUD INC | v190281_ex10-9.htm |
| EX-10.3 - STEELCLOUD INC | v190281_ex10-3.htm |
| EX-10.8 - STEELCLOUD INC | v190281_ex10-8.htm |
| EX-10.10 - STEELCLOUD INC | v190281_ex10-10.htm |
| EX-10.2 - STEELCLOUD INC | v190281_ex10-2.htm |
Clipper
Investors LLC
1095
Fisher Lane
Winnetka,
Illinois 60093
July 1,
2010
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SteelCloud,
Inc.
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20110
Ashbrook Place, Suite 130
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Ashburn,
Virginia 20147
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Attention:
Brian Hajost
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Re:
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Settlement
of Lease Termination Agreement
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Dear Mr.
Hajost:
This
letter agreement acknowledges that (i) pursuant to that certain Receivable
Purchase Agreement dated as of July 1, 2010 (the “Purchase Agreement”) between
Clipper Investors LLC (“Clipper”) and OTR, the duly authorized nominee of the
Board of the State Teachers Retirement System of Ohio (“OTR”), Clipper is the
purchaser of the Settlement Receivable (as defined in the Purchase Agreement)
relating to that certain Lease Termination Agreement dated June 30, 2010 (the
“Lease Termination Agreement”) by and between OTR and SteelCloud, Inc.
(“SteelCloud”); and (ii) Clipper has agreed to accept $170,000 (the “Settlement
Payment”) as settlement in full of all payments due under the Lease Termination
Agreement, provided that the Settlement Payment is made to Clipper on or before
the earlier of (A) August 31, 2010; or (B) the closing of a transaction pursuant
to which SteelCloud receives a capital infusion of not less than
$2,000,000. Clipper hereby agrees to indemnify SteelCloud in the
event that SteelCloud is obligated to make any payments to OTR pursuant to
Section 2.2 of the Lease Termination Agreement. Notwithstanding the
foregoing, Clipper’s indemnification obligation is limited to the maximum amount
payable by SteelCloud pursuant to Section 2.2 of the Lease Termination
Agreement, less the unpaid amount of the Settlement Payment.
[signature
page follows]
If the
terms of this letter agreement accurately reflect your understanding with
respect to the subject matters described above, please execute this letter
agreement where indicated below.
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Sincerely,
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CLIPPER
INVESTORS LLC
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By:
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/s/ Kenneth A. Merlau
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Kenneth
A. Merlau,
Manager
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AGREED
AND ACCEPTED:
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STEELCLOUD,
INC.
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By:
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/s/
Brian Hajost
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Brian
Hajost, CEO
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