Forbearance Agreement (2003)Full Document 

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                              FORBEARANCE AGREEMENT
                              ---------------------

         THIS FORBEARANCE AGREEMENT (the "Agreement") is made as of March 12,
2003, by and among Integral Systems, Inc. ("Integral") and SSP Solutions, Inc.
("SSP"), retroactive to September 1, 2002.

         WHEREAS, on December 21, 2001, SSP executed a promissory note (the
"Note") in favor of Integral, in the principal amount of $389,610.

         WHEREAS, SSP did not make the payments due under the Note in March,
2002.

         WHEREAS, on April 9, 2002, Integral gave written notice to SSP that SSP
was in default.

         WHEREAS, the Note permits Integral to accelerate all amounts due under
the Note in the event of default and to confess judgment against SSP for unpaid
principal and the costs of enforcing and collecting the Note, including
reasonable attorneys' fees (collectively, "Costs").

         WHEREAS, SSP acknowledges that it is in default of its obligations
under the Note.

         WHEREAS, on May 17, 2002 Integral obtained a judgment against SSP in
the Circuit Court for Montgomery County, Maryland, Case No. 232706 (the
"Maryland Judgment").

         WHEREAS, the amount owed under the Maryland Judgment as of August 31,
2002 was $339,184.99.

         WHEREAS, interest continues to accrue on the Maryland Judgment at the
statutory rate of 10% per annum.





         WHEREAS, Integral's Costs from May 18, 2002 through December 31, 2002,
are $ 30,046.44.

         WHEREAS, the Maryland Judgment does not include Costs incurred by
Integral after May 17, 2002.

         WHEREAS, Integral has domesticated the Maryland Judgment in the
Superior Court for Orange County, California, Case No. 02CC12742 (the
"California Judgment").

         WHEREAS, the "Note Obligation," as used herein, shall be deemed to
include the amount due under the Maryland Judgment, together with post-judgment
interest accrued and accruing, and Costs incurred by Integral after May 17,
2002, which have not yet been reduced to judgment.

         WHEREAS, SSP acknowledges the accuracy of the amounts due as set forth
above, and acknowledges its obligation to pay the Note Obligation.

         NOW, THEREFORE, in consideration of the mutual covenants herein and
benefits derived herefrom and other consideration, the receipt and sufficiency
of which are hereby acknowledged, the Parties, intending to be legally bound,

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