MDS Nordion
Science Advancing Health
October 23, 1998
Food Technology Service, Inc.
000 Xxxxxxx Xxxx Xxxx
Xxxxxxxx, Xxxxxxx, 00000
X.X.X.
RE: Fleet National Bank Guarantee
Dear Xxxx:
This letter confirms Food Technology Service, Inc.'s ("FTSI") agreement to repay
to MDS Nordion Inc. ("Nordion") upon demand, all sums including interest or
penalties paid by Nordion to Fleet National Bank or other financial institution
(the "Bank"), from time to time, under the guarantee provided to the Bank by
Nordion, with respect to the line of credit in favour of FTSI. Prior to each
draw upon the line of credit, FTSI shall first obtain Nordion's prior written
consent.
All outstanding amounts owed by FTSI to Nordion pursuant to such guarantee will
accrue interest at the Xxxxxxx Bank (Florida), U.S. prime interest rate in
effect from time to time, plus 1% and shall be subject to previous arrangements
with respect to security for repayment of FTSI indebtedness to Nordion. FTSI
further agrees that any amount and any accrued interest hereunder owing to
Nordion is convertible at Nordion's option into common stock of FTSI at 70% of
the closing price on the last trade date prior to exercise of the conversion
right of Nordion. FTSI further agrees to pay a standby fee annually to Nordion
in the amount of .1% of the maximum amount guaranteed (currently $300,000 US).
Yours very truly,
MDS NORDION INC.
by:
The foregoing is acknowledged and agreed this 26th day of October 1998.
FOOD TECHNOLOGY SERVICE, INC.
by:
Xxxx Xxxxx, President & CEO
cc: Xxx Xxxxxx
Xxxxx Xxxxxxxx
Xxxx Xxxxxx
