Yimoyines Dean J Sample Contracts

Yimoyines Dean J – SECOND AMENDMENT TO RESTRUCTURE AGREEMENT (February 6th, 2002)

SECOND AMENDMENT TO RESTRUCTURE AGREEMENT THIS SECOND AMENDMENT is made as of the 22nd day of January 2002 by and among PALISADE CONCENTRATED EQUITY PARTNERSHIP, L.P. ("Palisade"), DEAN J. YIMOYINES ("Dr. Yimoyines") and OPTICARE HEALTH SYSTEMS, INC. ("OptiCare"). W I T N E S S E T H WHEREAS, OptiCare, Palisade and Dr. Yimoyines entered into a certain Restructure Agreement dated the 17th day of December 2001, amended pursuant to a First Amendment to Restructure Agreement dated as of the 5th day of January 2002 (collectively, the "Restructure Agreement"), which provided, among other things, for the contemplation of a settlement and contingency for the settlement with Bank Austria Creditanstalt Corporate Finance, Inc. as agent for the lenders ("Bank Austria Contingency"). WHEREAS, CapitalSource Finance, LLC ("CapitalSource") may acquire the loans due from OptiCare to Bank Austria and all loan documents in con