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2. NOTWITHSTANDING ANYTHING TO THE CONTRARY, THE SECURITY INTEREST IN <br />THE COLLATERAL EVIDENCED BY THE SECURITY AGREEMENT AS AMENDED BY <br />THIS SECOND ADDENDUM IS SUBORDINATE IN ALL RESPECTS TO (1) THE FIRST <br />PRIORITY SECURITY INTEREST GRANTED TO CAPITAL ONE EVIDENCED BY <br />PROMISSORY NOTE AND SUBORDINATION AGREEMENT DATED JULY 15, 1998 <br />AND TO A LOAN AGREEMENT BY AMEGY NATIONAL BANK AND SUBORDINATION <br />AGREEMENT DATED FEBRUARY 5, 2010. <br />This Second Addendum shall become a binding obligation on the parties upon <br />execution by all parties. By executing this Second Addendum, the parties hereto ratify and <br />confirm all of the other terms, covenants and conditions of the Security Agreement should <br />any provision of this Second Addendum be in conflict with a provision of the Agreement, <br />the Addendum shall prevail. <br />EXECUTED as of the day of . 2010. <br />PARIS PACKAGING, INC. - DEBTOR <br />By: <br />Name: <br />Title: <br />Date: <br />PARIS ECONOMIC DEVELOPMENT CORPORATION - SECURED PARTY <br />By: _ <br />Name: <br />Title: <br />Date: <br />