Common use of COUNTERSIGNATURE Clause in Contracts

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California). This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERING, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Title: President and Chief Executive Officer Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBAL, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated August 11, 2003 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President and Chief Executive Officer

Appears in 2 contracts

Samples: Second Loan Modification Agreement (American Science & Engineering Inc), First Loan Modification Agreement (American Science & Engineering Inc)

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COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California). This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGIBASIS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx XXXX XXXXXX By: /s/ XXXXXXX X. XXXXXXXX Name: Xxxx Xxxxxxxxx Xxxxxx Name: Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Xxxxxxxx Title: President and Chief Executive Officer Title: Vice President SILICON VALLEY BANK By: /s/ XXXXXXXXX LE Name: Xxxxxxxxx Le Title: Operations Supervisor (signed in Santa Xxxxx County, California) The undersigned, AS&E IBASIS GLOBAL, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Unconditional Guaranty dated August 11December 29, 2003 (executed and delivered by the “Guaranty”), undersigned and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11December 29, 2003 (executed and delivered by the “Security Agreement”); undersigned and (ii) acknowledges, confirms and agrees that the Guaranty, said Unconditional Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; . IBASIS GLOBAL, INC. By: /s/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: President The undersigned, IBASIS SECURITIES CORPORATION, ratifies, confirms and (iii) reaffirms, all and singular, the terms and conditions of a certain Unconditional Guaranty dated December 29, 2003 executed and delivered by the undersigned and a certain Security Agreement dated December 29, 2003 executed and delivered by the undersigned and acknowledges, confirms and agrees that the obligations said Unconditional Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. AS&E GLOBAL, INC. IBASIS SECURITIES CORPORATION By: /s/ Xxxxxxx X. Xxxxxxx XXXX XXXXXX Name: Xxxxxxx X. Xxxxxxx Xxxx Xxxxxx Title: President and Chief Executive Officer5 QuickLinks Exhibit 10.72

Appears in 1 contract

Samples: Loan Modification Agreement (Ibasis Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGVOXWARE, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx III By: /s/ Xxxxx Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx III Name: Xxxxx Xxxx Xxxxxxxxx Title: President and Chief Executive Officer CFO, VP & Secretary Title: Vice President SILICON VALLEY BANK ByRelationship Manager Third Loan Modification Effective Date: Name: Title: (signed in Santa Xxxxx CountyNovember 14, California) 2008 The undersigned, AS&E GLOBAL, INC.VERBEX ACQUISITION CORPORATION, a Massachusetts Delaware corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Unlimited Guaranty of the obligations of Borrower to Bank dated August 11January 27, 2003 2004 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11January 27, 2003 2004 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. VERBEX ACQUISITION CORPORATION By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx III Name: Xxxxxxx X. Xxxxxxx Title: President and Chief Executive OfficerXxxxxxxx III

Appears in 1 contract

Samples: Waiver and Third Loan Modification Agreement (Voxware Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGGLOBALOPTIONS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Xxxxxx Name: Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Xxxxxx Title: President and Chief Executive Financial Officer Title: Vice President SILICON VALLEY BANK THE BODE TECHNOLOGY GROUP, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: (signed in Santa Xxxxx County, California) Chief Financial Officer The undersigned, AS&E GLOBALGLOBALOPTIONS GROUP, INC., a Massachusetts corporation (. ( “Guarantor”) hereby: (i) hereby ratifies, confirms and reaffirms, all and singular, the terms and conditions of (a) a certain Unlimited Unconditional Guaranty dated August 11, 2003 (the “Guaranty”)) dated as of March 31, 2008, executed and delivered by Guarantor, pursuant to which Guarantor unconditionally guaranteed the prompt, punctual and faithful payment and performance of all Obligations of Borrower to Bank, and (Bb) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); ) dated as of March 31, 2008, between Guarantor and Bank, pursuant to which Guarantor granted Bank a continuing first priority security interest in the Collateral (iias the term is defined therein) to secure the payment and performance of the Obligations under the Guaranty in accordance with the terms of the Security Agreement. In addition, Guarantor acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALGLOBALOPTIONS GROUP, INC. By: /s/ Xxxxxxx Xxxxxx X. Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxx X. Xxxxxxx Title: President and Chief Executive OfficerXxxxxxxx

Appears in 1 contract

Samples: First Loan Modification Agreement (GlobalOptions Group, Inc.)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California). This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWERBORROWERS: BANK: AMERICAN SCIENCE AND ENGINEERINGVISUAL NETWORKS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By /s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxxxx Xxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx XxXxxxxxxx Title Director, Treasury Operations Name: Xxxxxxx Xxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Title: President and Chief Executive Officer XxXxxxxxxx Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBAL, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated August 11, 2003 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALVISUAL NETWORKS OPERATIONS, INC. By: By /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxx Title Director, Treasury Operations VISUAL NETWORKS INVESTMENTS, INC. By /s/ Xxxxxxx X. Xxxxx Title Director, Treasury Operations VISUAL NETWORKS TECHNOLOGIES, INC. By /s/ Xxxxxxx Title: President and Chief Executive OfficerX. Xxxxx Title Director, Treasury Operations VISUAL NETWORKS OF TEXAS, L.P. by Visual Networks Texas Operations, Inc., its General Partner By /s/ Xxxxxxx X. Xxxxx Title Director, Treasury Operations VISUAL NETWORKS INSURANCE, INC. By /s/ Xxxxxxx X. Xxxxx Title Director, Treasury Operations INVERSE NETWORK TECHNOLOGY By /s/ Xxxxxxx X. Xxxxx Title Director, Treasury Operations AVESTA TECHNOLOGIES, INC. By /s/ Xxxxxxx X. Xxxxx Title Director, Treasury Operations

Appears in 1 contract

Samples: Accounts Receivable Financing Agreement (Visual Networks Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERING, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Title: President and Chief Executive Officer Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) Title: The undersigned, AS&E GLOBAL, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain (A) Unlimited Guaranty dated August 11, 2003 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 2003, as amended by that certain First Amendment to Security Agreement dated as of even date herewith (as amended, the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President SCHEDULE 1 EXHIBIT A The Collateral consists of all of Borrower’s right, title and Chief Executive Officerinterest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, all certificates of deposit, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include any Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property. Pursuant to the terms of a certain negative pledge arrangement with Bank, Borrower has agreed not to encumber any of its Intellectual Property without Bank’s prior written consent. SCHEDULE 2 EXHIBIT C BORROWING BASE CERTIFICATE Borrower: American Science and Engineering, Inc. Lender: Silicon Valley Bank Commitment Amount: $30,000,000.00 ACCOUNTS RECEIVABLE

Appears in 1 contract

Samples: Fifth Loan Modification Agreement (American Science & Engineering Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERING, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx Goloznik By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx XXXXXXX X. Xxxxxxx GOLOZNIK Name: Xxxx Xxxxxxxxx XXXX XXXXXXXXX Title: President and Chief Executive Officer CFO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) SVP The undersigned, AS&E GLOBAL, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain (A) Unlimited Guaranty dated August 11, 2003 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx XXXXXXX X. Xxxxxxx XXXXXXX Title: President & CEO EXHIBIT A EXHIBIT C BORROWING BASE CERTIFICATE Borrower: American Science and Chief Executive OfficerEngineering, Inc. Lender: Silicon Valley Bank Commitment Amount: $20,000,000.00 ACCOUNTS RECEIVABLE

Appears in 1 contract

Samples: Third Loan Modification Agreement (American Science & Engineering Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGTECHNEST HOLDINGS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Title: President and Chief Executive Officer Title: Vice President SILICON VALLEY BANK By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: (signed in Santa Xxxxx CountyChief Financial Officer By: /s/ Gage Xxxxxxx Name: Gage Xxxxxxx Title: Vice President E-OIR TECHNOLOGIES, California) INC. By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer GENEX TECHNOLOGIES INCORPORATED By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer The undersigned, AS&E GLOBALXXXXXXXX TECHNOLOGIES, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of of: (a) a certain Unlimited Unconditional Guaranty dated as of August 114, 2003 2006 (the “Guaranty”), and (Bb) a certain Security Stock Pledge Agreement by Guarantor in favor dated as of the Bank dated August 114, 2003 2006 (the “Security Stock Pledge Agreement”); ) and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Stock Pledge Agreement each shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALXXXXXXXX TECHNOLOGIES, INC. By: /s/ Xxxxxxx X. Xxxx Xxxxxxx Name: Xxxxxxx X. Xxxx Xxxxxxx Title: President and Chief Executive Financial Officer

Appears in 1 contract

Samples: First Loan Modification Agreement (Technest Holdings Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGAXCELIS TECHNOLOGIES, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxx X. Puma By: /s/ Xxxxxxx Xxxxx Name: Xxxx X. Puma Name: Xxxxxxx Xxxxx Title: President Title: Vice President AXCELIS TECHNOLOGIES CCS CORPORATION By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Puma Name: Xxxx Xxxxxxxxx X. Puma Title: President and Chief Executive Officer Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBALFusion Technology International, INC.Inc., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Amended and Restated Unconditional Guaranty dated August 11March 12, 2003 2010 (the “FTI Guaranty”), ) and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement FTI Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; . FUSION TECHNOLOGY INTERNATIONAL, INC. By: /s/ Xxxx X. Puma Name: Xxxx X. Puma Title: President The undersigned, Fusion Investments, Inc., ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Amended and Restated Unconditional Guaranty dated March 12, 2010 (iiithe “FI Guaranty”) and acknowledges, confirms and agrees that the obligations FI Guaranty shall remain in full force and effect and shall in no way be limited by the execution of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. AS&E GLOBALFUSION INVESTMENTS, INC. By: /s/ Xxxxxxx Xxxx X. Xxxxxxx Puma Name: Xxxxxxx Xxxx X. Xxxxxxx Puma Title: President The undersigned, High Temperature Engineering Corporation, ratifies, confirms and Chief Executive Officerreaffirms, all and singular, the terms and conditions of a certain Amended and Restated Unconditional Guaranty dated March 12, 2010 (the “HTEC Guaranty”) and acknowledges, confirms and agrees that the HTEC Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. HIGH TEMPERATURE ENGINEERING CORPORATION By: /s/ Xxxx X. Puma Name: Xxxx X. Puma Title: President The undersigned, Axcelis Technologies (Israel), Inc., ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Amended and Restated Unconditional Guaranty dated March 12, 2010 (the “ATI Guaranty”) and acknowledges, confirms and agrees that the ATI Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. AXCELIS TECHNOLOGIES (ISRAEL), INC. By: /s/ Xxxx X. Puma Name: Xxxx X. Puma Title: President EXHIBIT A EXHIBIT B - COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Date: FROM: Axcelis Technologies, Inc. and Axcelis Technologies CCS Corporation The undersigned authorized officer of Axcelis Technologies, Inc. and Axcelis Technologies CCS Corporation (“Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between, inter alia, Borrower and Bank (the “Agreement”), (1) Borrower is in complete compliance for the period ending with all required covenants except as noted below, (2) there are no Events of Default, (3) all representations and warranties in the Agreement are true and correct in all material respects on this date except as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, (4) Borrower, and each of its Domestic Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower or any of its Domestic Subsidiaries relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the required documents supporting the certification. The undersigned certifies that these are prepared in accordance with GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement. Please indicate compliance status by circling Yes/No under “Complies” column. Reporting Covenant Required Complies Quarterly consolidated and consolidating and financial statements with Compliance Certificate Quarterly within 45 days Yes No Annual financial statement (CPA Audited) + XX XXX within 120 days Yes No A/R & A/P Agings (including EXIM), Inventory reports Monthly within 30 days Yes No Transaction Report Monthly within 30 days (bi-weekly if borrowing) Yes No Monthly consolidated financial statements Monthly within 45 days (if borrowing) Yes No The following Intellectual Property was registered (or a registration application submitted) after the Effective Date (if no registrations, state “None”)

Appears in 1 contract

Samples: First Loan Modification Agreement (Axcelis Technologies Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written aboveabove written. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGVOXWARE, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx By: /s/ Xxxx Xxxxxxxxx Xxx X. Xxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx Name: Xxxx Xxxxxxxxx Xxx X. Xxxxx Title: President and Chief Executive Financial Officer Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBAL, INC.VERBEX ACQUISITION CORPORATION, a Massachusetts Delaware corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Unlimited Guaranty of the obligations of Borrower to Bank dated August 11January 27, 2003 2004 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11January 27, 2003 2004 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and the Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower Guarantor to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. VERBEX ACQUISITION CORPORATION By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx Title: President Chief Financial Officer The undersigned, VOXWARE(UK) Limited, a company registered under the laws of England and Chief Executive OfficerWales (“UK Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Deed of Guaranty of the obligations of Borrower to Bank dated as of February 5, 2009 (the “UK Guaranty”), and (B) a certain Mortgage Debenture by UK Guarantor in favor of Bank dated as of February 5, 2009 (the “Debenture”); (ii) acknowledges, confirms and agrees that the UK Guaranty and the Debenture shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of UK Guarantor to Bank under the UK Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. VOXWARE (UK) Limited By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx

Appears in 1 contract

Samples: Seventh Loan Modification Agreement (Voxware Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGASPEN TECHNOLOGY, INC. By: /s/ XXXXXXX X. XXXX Name: Xxxxxxx X. Xxxx Title: CFO ASPENTECH, INC. By: /s/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: CFO BANK: SILICON VALLEY BANK, doing business as d/b/a SILICON VALLEY EAST By: /s/ Xxxxxxx XXXX X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx XXXXXXXXX Name: Xxxx X. Xxxxxxxxx Title: President and Chief Executive Officer Title: Vice President SILICON VALLEY BANK ACKNOWLEDGED AND AGREED AS TO PARAGRAPH NO. 4: HYPROTECH COMPANY By: /s/ D. E. MOULT Name: D. E. Moult Title: (signed in Santa Xxxxx County, California) CFO The undersigned, AS&E GLOBAL, INCASPENTECH SECURITIES CORP., a Massachusetts corporation (“Guarantor”) hereby: (i) corporation, ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated August 11January 30, 2003 (the "Guaranty”), ") and (B) a certain Security Agreement by Guarantor in favor dated as of the Bank dated August 11January 30, 2003 (the "Security Agreement”); ") and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. ASPENTECH SECURITIES CORP By: /s/ Xxxxxxx XXXX X. Xxxxxxx XXXXXXX Name: Xxxxxxx Xxxx X. Xxxxxxx Title: President Senior VP and Chief Executive OfficerCFO QuickLinks Exhibit 10.22

Appears in 1 contract

Samples: Loan Modification Agreement (Aspen Technology Inc /De/)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. , BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGCYOPTICS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx BANK By: /s/ Xxxx Xxxxxxxxx NameXxxxx By: Xxxxxxx X. Xxxxxxx /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxxxxx Xxxxx Name: Xxxx Xxxxxx Title: President and Chief Executive Officer CFO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) VP The undersigned, AS&E GLOBALCyOptics International Holding Co., INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Unconditional Guaranty dated August 11as of May 21, 2003 2008 (as amended, the “Co. Guaranty”), ) and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement Co. Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; . CYOPTICS INTERNATIONAL HOLDING CO. By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: CFO The undersigned, CyOptics International Holding LLC, ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unconditional Guaranty dated as of May 21, 2008 (iiias amended, the “LLC Guaranty”) and acknowledges, confirms and agrees that the obligations LLC Guaranty shall remain in full force and effect and shall in no way be limited by the execution of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. AS&E GLOBAL, INC. CYOPTICS INTERNATIONAL HOLDING LLC By: /s/ Xxxxxxx X. Xxxxxxx Xxxx Xxxxx Name: Xxxxxxx X. Xxxxxxx Xxxx Xxxxx Title: President and Chief Executive OfficerCFO

Appears in 1 contract

Samples: First Loan Modification Agreement (Cyoptics Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGVOXWARE, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxx Commons By: /s/ Xxxxxxx X. Xxxxxxx ByXxxxx Name: /s/ Xxxx Xxxxxxxxx Commons Name: Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Xxxxx Title: President and Chief Executive Officer CFO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) Relationship Manager The undersigned, AS&E GLOBAL, INC.VERBEX ACQUISITION CORPORATION, a Massachusetts Delaware corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Unlimited Guaranty of the obligations of Borrower to Bank dated August 11January 27, 2003 2004 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11January 27, 2003 2004 (the “Security Agreement”); and (iiAgreement”);(ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. VERBEX ACQUISITION CORPORATION By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President and Chief Executive OfficerXxxx Commons

Appears in 1 contract

Samples: First Loan Modification Agreement (Voxware Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written aboveFifth Loan Modification Effective Date. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGVOXWARE, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx III By: /s/ Xxxx Xxxxxxxxx Xxx X. Xxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx III Name: Xxxx Xxxxxxxxx Xxx X. Xxxxx Title: President and Chief Executive Financial Officer Title: Vice President SILICON VALLEY BANK ByFifth Loan Modification Effective Date: Name: Title: (signed in Santa Xxxxx CountyMarch 31, California) 2009 The undersigned, AS&E GLOBAL, INC.VERBEX ACQUISITION CORPORATION, a Massachusetts Delaware corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Unlimited Guaranty of the obligations of Borrower to Bank dated August 11January 27, 2003 2004 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11January 27, 2003 2004 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and the Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower Guarantor to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. VERBEX ACQUISITION CORPORATION By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx III Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx III Title: President Chief Financial Officer The undersigned, VOXWARE(UK) Limited, a company registered under the laws of England and Chief Executive OfficerWales (“UK Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Deed of Guaranty of the obligations of Borrower to Bank dated as of February 5, 2009 (the “UK Guaranty”), and (B) a certain Mortgage Debenture by UK Guarantor in favor of Bank dated as of February 5, 2009 (the “Debenture”); (ii) acknowledges, confirms and agrees that the UK Guaranty and the Debenture shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of UK Guarantor to Bank under the UK Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. VOXWARE (UK) Limited By: /s/ Xxxxxxx X. Xxxxxxxx III Name: Xxxxxxx X. Xxxxxxxx III

Appears in 1 contract

Samples: Fifth Loan Modification Agreement (Voxware Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERING, INC. SKILLSOFT CORPORATION (as Agent and SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK Borrower) By: /s/ Xxxxxxx /Xxxxxx X. Xxxxxxx XxXxxxxx/ By: /s/ Xxxx Xxxxxxxxx /Xxxxxxx X. Xxxx/ --------------------------------- ------------------------------------ Name: Xxxxxx X. XxXxxxxx Name: Xxxxxxx X. Xxxxxxx Xxxx Title: CFO Title: Relationship Manager XXXXX00X0.XXX, INC. By: /Xxxxxx X. XxXxxxxx/ --------------------------------- Name: Xxxx Xxxxxxxxx Xxxxxx X. XxXxxxxx Title: President and Chief Executive Officer Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) CFO The undersigned, AS&E GLOBALSkillSoft Finance Ltd, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Unlimited Guaranty dated August 11July 23, 2003 2004 (the "Guaranty"), and (B) a certain Security Pledge Agreement by Guarantor in favor of the Bank dated August 11July 23, 2003 2004 (the “Security "Pledge Agreement"); and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Pledge Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, the transactions contemplated hereby, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INCSKILLSOFT FINANCE LTD. By: /s/ Xxxxxxx /XXXXXX X. Xxxxxxx XXXXXXXX/ ------------------------------------ Name: Xxxxxxx Xxxxxx X. Xxxxxxx XxXxxxxx Title: President CFO The undersigned, Skillsoft Plc, hereby: (i) ratifies, confirms and Chief Executive Officerreaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated July 23, 2004 (the "Guaranty"); (ii) acknowledges, confirms and agrees that the Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, the transactions contemplated hereby, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement.

Appears in 1 contract

Samples: Loan Modification Agreement (Skillsoft Public Limited Co)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGASPEN TECHNOLOGY, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxx Title: SUP-CFO ASPENTECH, INC. By: /s/ Xxxxxxx X. Xxxx Name: Xxxxxxx X. Xxxx Xxxxxxxxx Title: President and Chief Executive Officer Title: Vice President SUP-CFO SILICON VALLEY BANK BANK, d/b/a SILICON VALLEY EAST By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBAL, INCASPENTECH SECURITIES CORP., a Massachusetts corporation (“Guarantor”) hereby: (i) corporation, ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated August 11January 30, 2003 (the “Guaranty”), ) and (B) a certain Security Agreement by Guarantor in favor dated as of the Bank dated August 11January 30, 2003 (the “Security Agreement”); ) and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. ASPENTECH SECURITIES CORP By: /s/ Xxxxxxx X. Xxxx Name: Xxxxxxx X. Xxxx Title: SUP-CFO PROMISSORY NOTE (Exim) $10,000,000.00 January 28, 2005 FOR VALUE RECEIVED, the undersigned (jointly and severally, individually and collectively, the “Borrower”), jointly and severally promises to pay to the order of Silicon Valley Bank (“Bank”), at such place as the holder hereof may designate, in lawful money of the United States of America, the aggregate unpaid principal amount of all advances (“Advances”) made by Bank to Borrower, up to a maximum principal amount of Ten Million Dollars ($10,000,000.00), plus interest on the aggregate unpaid principal amount of such Advances, at the rates and in accordance with the terms of the Export-Import Bank Loan and Security Agreement between Borrower and Bank dated as of January 30, 2003, as amended from time to time (the “Loan Agreement”) on the first calendar day of each month after an Advance has been made. The entire principal amount and all accrued interest shall be due and payable on April 1, 2005, or on such earlier date, as provided for in the Loan Agreement. Borrower irrevocably waives the right to direct the application of any and all payments at any time hereafter received by Bank from or on behalf of Borrower, and Borrower irrevocably agrees that Bank shall have the continuing exclusive right to apply any and all such payments against the then due and owing obligations of Borrower as Bank may deem advisable. In the absence of a specific determination by Bank with respect thereto, all payments shall be applied in the following order: (a) then due and payable fees and expenses; (b) then due and payable interest payments and mandatory prepayments; and (iiic) acknowledgesthen due and payable principal payments and optional prepayments. Bank is hereby authorized by Borrower to endorse on Bank’s books and records each Advance made by Bank under this Note and the amount of each payment or prepayment of principal of each such Advance received by Bank; it being understood, confirms and agrees however, that failure to make any such endorsement (or any errors in notation) shall not affect the obligations of Borrower with respect to Advances made hereunder, and payments of principal by Borrower shall be credited to Borrower notwithstanding the failure to make a notation (or any errors in notation) thereof on such books and records. Borrower promises to pay Bank under all reasonable costs and reasonable expenses including all reasonable attorneys’ fees, incurred in such collection or in any suit or action to collect this Note or in any appeal thereof, unless a final court of competent jurisdiction finds that the Guaranty includeBank acted with gross negligence or willful misconduct. Borrower waives presentment, without limitationdemand, protest, notice of protest, notice of dishonor, notice of nonpayment, and any and all Obligations other notices and demands in connection with the delivery, acceptance, performance, default or enforcement of Borrower this Note, as well as any applicable statute of limitations. No delay by Bank in exercising any power or right hereunder shall operate as a waiver of any power or right. Time is of the essence as to Bank under all obligations hereunder. This Note is issued pursuant to the Loan Agreement, as amended by which shall govern the rights and obligations of Borrower with respect to all obligations hereunder. The law of the Commonwealth of Massachusetts shall apply to this Loan Modification Agreement. AS&E GLOBALBORROWER AND BANK EACH ACCEPTS FOR ITSELF AND IN CONNECTION WITH ITS PROPERTIES, UNCONDITIONALLY, THE NON-EXCLUSIVE JURISDICTION OF ANY STATE OR FEDERAL COURT OF COMPETENT JURISDICTION IN THE COMMONWEALTH OF MASSACHUSETTS IN ANY ACTION, SUIT, OR PROCEEDING OF ANY KIND, AGAINST IT WHICH ARISES OUT OF OR BY REASON OF THIS NOTE OR THE LOAN AGREEMENT; PROVIDED, HOWEVER, THAT IF FOR ANY REASON BANK CANNOT AVAIL ITSELF OF THE COURTS OF THE COMMONWEALTH OF MASSACHUSETTS, BORROWER ACCEPTS JURISDICTION OF THE COURTS AND VENUE IN SANTA XXXXX COUNTY, CALIFORNIA. BORROWER WAIVES ITS RIGHT TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF ANY OF THE EXIM LOAN DOCUMENTS OR ANY OF THE TRANSACTIONS CONTEMPLATED THEREIN, INCLUDING CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW OR STATUTORY CLAIMS. BORROWER RECOGNIZES AND AGREES THAT THE FOREGOING WAIVER CONSTITUTES A MATERIAL INDUCEMENT FOR IT TO ENTER INTO THIS AGREEMENT. BORROWER REPRESENTS AND WARRANTS THAT IT HAS REVIEWED THIS WAIVER WITH ITS LEGAL COUNSEL AND THAT IT KNOWINGLY AND VOLUNTARILY WAIVES ITS JURY TRIAL RIGHTS FOLLOWING CONSULTATION WITH LEGAL COUNSEL. ASPEN TECHNOLOGY, INC. By: /s/ Xxxxxxx X. Xxxxxxx Xxxx Name: Xxxxxxx X. Xxxxxxx Xxxx Title: President and Chief Executive OfficerSUP-CFO ASPENTECH, INC. By: /s/ Xxxxxxx X. Xxxx Name: Xxxxxxx X. Xxxx Title: SUP-CFO

Appears in 1 contract

Samples: Second Loan Modification Agreement Exim (Aspen Technology Inc /De/)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGVOXWARE, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx BANK By: /s/ Xxxx Xxxxxxxxx NameCommons By: Xxxxxxx /s/ Xxxxxx X. Xxxxxxx Xxxxxx ------------------------------ ------------------------------ Name: Xxxx Xxxxxxxxx Commons Name: Xxxxxx X. Xxxxxx ---------------------------- ---------------------------- Title: President and Chief Executive Officer CFO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) --------------------------- --------------------------- The undersigned, AS&E GLOBALEDISON VENTURE FUND V, INC.L.P. ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated December 29, 2003 (the "Guaranty") and acknowledges, confirms and agrees that the Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. EDISON VENTURE FUND V, L.P. By: Edison Partners V, L.P., its general partner /s/ Xxxx Xxxxxxxxx ---------------------------------------- The undersigned, CROSS ATLANTIC TECHNOLOGY FUND II, L.P. ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated December 29, 2003 (the "Guaranty") and acknowledges, confirms and agrees that the Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. CROSS ATLANTIC TECHNOLOGY FUND II, L.P. By: XATF Management II, L.P., its general partner By: Cross Atlantic Capital Partners III, Inc., its general parter /s/ Xxxxx Xxxxxxx ---------------------------------------- The undersigned, VERBEX ACQUISITION CORPORATION, a Massachusetts Delaware corporation ("Guarantor") hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Unlimited Guaranty of the obligations of Borrower to Bank dated August 11January 27, 2003 2004 (the "Guaranty"), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11January 27, 2003 2004 (the "Security Agreement”); and (iiAgreement");(ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President and Chief Executive OfficerVERBEX ACQUISITION CORPORATION

Appears in 1 contract

Samples: Fourth Loan Modification Agreement (Voxware Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGART TECHNOLOGY GROUP, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx Jxxxx M.B. Bxxxxxx By: /s/ Xxxx Xxxxxxxxx Irina Case Name: Xxxxxxx X. Jxxxx Xxxxxxx Name: Xxxx Xxxxxxxxx Irina Case Title: President and Chief Executive Officer CFO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) SVP The undersigned, AS&E GLOBALPRIMUS KNOWLEDGE SOLUTIONS, INC., a Massachusetts corporation . (“Guarantor”) hereby: (i) ), ratifies, confirms and reaffirms, all and singular, the terms and conditions of (a) a certain Unlimited Guaranty dated August 11December 21, 2003 2004 executed by Guarantor in favor of Bank (the “Guaranty”), and (Bb) a certain Security Agreement dated as of December 21, 2004 by and between Guarantor in favor of the and Bank dated August 11, 2003 (the “Security Agreement”); , and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALPRIMUS KNOWLEDGE SOLUTIONS, INC. By: /s/ Xxxxxxx X. Xxxxxxx Jxxxx M.B. Bxxxxxx Name: Xxxxxxx X. Jxxxx Xxxxxxx Title: President CFO EXHIBIT A COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK FROM: ART TECHNOLOGY GROUP, INC. Date: The undersigned authorized officer of ART TECHNOLOGY GROUP, INC. (“Borrower”) certifies that under the terms and Chief Executive Officerconditions of the Loan and Security Agreement between Borrower and Bank (the “Agreement”), (1) Borrower is in complete compliance for the period ending ___with all required covenants except as noted below, (2) there are no Events of Default, (3) all representations and warranties in the Agreement are true and correct in all material respects on this date except as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.6 of the Agreement, and (5) no Liens have been levied or claims made against Borrower relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the required documents supporting the certification. The undersigned certifies that these are prepared in accordance with GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement. Please indicate compliance status by circling Yes/No under “Complies” column. Reporting Covenant Required Complies Board approved operating plan FYE within 90 days Yes No 10-Q and 10-K and CC Within 5 days after filing with SEC Yes No Financial Covenant Required Actual Complies Maintain at all times (tested): Minimum Liquidity (quarterly) $ 20,000,000 $ _________ Yes No Minimum Profitability (quarterly) * $ _________ Yes No * see Section 6.7(b) of the Loan Agreement The following are the exceptions with respect to the certification above: (If no exceptions exist, state “No exceptions to note.”) ART TECHNOLOGY GROUP, INC. By: Name: Title: BANK USE ONLY Received by: AUTHORIZED SIGNER Date: Verified: AUTHORIZED SIGNER Date:

Appears in 1 contract

Samples: Twelfth Loan Modification Agreement (Art Technology Group Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written aboveFourth Loan Modification Effective Date. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGVOXWARE, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Title: President and Chief Executive Officer Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx CountyTitle: Fourth Loan Modification Effective Date: February _, California) 2009 The undersigned, AS&E GLOBAL, INC.VERBEX ACQUISITION CORPORATION, a Massachusetts Delaware corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Unlimited Guaranty of the obligations of Borrower to Bank dated August 11January 27, 2003 2004 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11January 27, 2003 2004 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and the Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower Guarantor to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALVERBEX ACQUISITION CORPORATION By: Name: Title: The undersigned, VOXWARE(UK) Limited, a company registered under the laws of England and Wales (“UK Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Deed of Guaranty of the obligations of Borrower to Bank dated as of February 5, 2009 (the “UK Guaranty”), and (B) a certain Mortgage Debenture by UK Guarantor in favor of Bank dated as of February 5, 2009 (the “Debenture”); (ii) acknowledges, confirms and agrees that the UK Guaranty and the Debenture shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of UK Guarantor to Bank under the UK Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. VOXWARE (UK) Limited By: Name: Title: COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Date: FROM: VOXWARE, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President The undersigned authorized officer of Voxware, Inc. (“Borrower”) certifies that under the terms and Chief Executive Officerconditions of the Loan and Security Agreement between Borrower and Bank (the “Agreement”), (1) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below, (2) there are no Events of Default, (3) all representations and warranties in the Agreement are true and correct in all material respects on this date except as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower or any of its Subsidiaries relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the required documents supporting the certification. The undersigned certifies that these are prepared in accordance with generally GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement. Please indicate compliance status by circling Yes/No under “Complies” column.

Appears in 1 contract

Samples: Waiver and Fourth Loan Modification Agreement (Voxware Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. , BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGCYOPTICS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx BANK By: /s/ Xxxx Xxxxxxxxx NameXxxxx By: Xxxxxxx X. Xxxxxxx /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxxxxx Xxxxx Name: Xxxx Xxxxxx Title: President and Chief Executive Officer CFO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) VP The undersigned, AS&E GLOBALCyOptics International Holding Co., INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Unconditional Guaranty dated August 11as of May 21, 2003 2008 (as amended, the “Co. Guaranty”), ) and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement Co. Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; . CYOPTICS INTERNATIONAL HOLDING CO. By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: CFO The undersigned, CyOptics International Holding LLC, ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unconditional Guaranty dated as of May 21, 2008 (iiias amended, the “LLC Guaranty”) and acknowledges, confirms and agrees that the obligations LLC Guaranty shall remain in full force and effect and shall in no way be limited by the execution of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. AS&E GLOBAL, INC. CYOPTICS INTERNATIONAL HOLDING LLC By: /s/ Xxxxxxx X. Xxxxxxx Xxxx Xxxxx Name: Xxxxxxx X. Xxxxxxx Xxxx Xxxxx Title: President CFO SECOND LOAN MODIFICATION AGREEMENT (WORKING CAPITAL LINE OF CREDIT) This Second Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of December 31, 2009, by and Chief between SILICON VALLEY BANK, a California corporation, with its principal place of business at 0000 Xxxxxx Xxxxx, Xxxxx Xxxxx, Xxxxxxxxxx 00000 and with a loan production office located at One Xxxxxx Executive OfficerPark, Suite 200, 0000 Xxxxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000 (“Bank”) and CYOPTICS, INC., a Delaware corporation with its chief executive office located at 0000 Xxxxxxxx Xxxxxxxxx, Breinigsville, Pennsylvania 18031 (“Borrower”).

Appears in 1 contract

Samples: Loan Modification Agreement (Cyoptics Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERING, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx Name: Xxxx Xxxxxxxxx Title: President and Chief Executive Financial Officer Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBAL, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain (A) Unlimited Guaranty dated August 11, 2003 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President and Chief Executive OfficerOfficer EXHIBIT A EXHIBIT C BORROWING BASE CERTIFICATE Borrower: American Science and Engineering, Inc. Lender: Silicon Valley Bank Commitment Amount: $20,000,000.00 ACCOUNTS RECEIVABLE

Appears in 1 contract

Samples: Third Loan Modification Agreement (American Science & Engineering Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGCYOPTICS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx Xx X. Xxxxxxx Xxxxxxxxxx By: /s/ Xxxx Xxxxxxxxx Xxxxxx Name: Xxxxxxx Xx X. Xxxxxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxx Xxxxxx Title: President and Chief Executive Officer CEO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBALCyOptics International Holding Co., INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Unconditional Guaranty dated August 11as of May 21, 2003 2008 (as amended, the “Co. Guaranty”), ) and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement Co. Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; . CYOPTICS INTERNATIONAL HOLDING CO. By: /s/ Xx X. Xxxxxxxxxx Name: Xx X. Xxxxxxxxxx Title: CEO The undersigned, CyOptics International Holding LLC, ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unconditional Guaranty dated as of May 21, 2008 (iiias amended, the “LLC Guaranty”) and acknowledges, confirms and agrees that the obligations LLC Guaranty shall remain in full force and effect and shall in no way be limited by the execution of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. AS&E GLOBAL, INC. CYOPTICS INTERNATIONAL HOLDING LLC By: /s/ Xxxxxxx Xx X. Xxxxxxx Xxxxxxxxxx Name: Xxxxxxx Xx X. Xxxxxxx Xxxxxxxxxx Title: President CEO SECOND LOAN MODIFICATION AGREEMENT This Second Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of June 20, 2011, by and Chief Executive Officerbetween SILICON VALLEY BANK, a California corporation, with its principal place of business at 0000 Xxxxxx Xxxxx, Xxxxx Xxxxx, Xxxxxxxxxx 00000 and with a loan production office located at 000 Xxxxx Xxxxxx, Xxxxx 0-000, Xxxxxx, Xxxxxxxxxxxxx 00000 (“Bank”) and CYOPTICS, INC., a Delaware corporation with its chief executive office located at 0000 Xxxxxxxx Xxxxxxxxx, Breinigsville, Pennsylvania 18031 (“Borrower”).

Appears in 1 contract

Samples: First Loan Modification Agreement (Cyoptics Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGTECHNEST HOLDINGS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Gage Xxxxxxx Name: Xxxx Xxxxxxxxx Xxxxxxx Name Gage Xxxxxxx Title: President and Chief Executive Financial Officer Title: Vice President SILICON VALLEY BANK E-OIR TECHNOLOGIES, INC. By: Name: Xxxx Xxxxxxx Title: (signed in Santa Xxxxx County, California) Chief Financial Officer GENEX TECHNOLOGIES INCORPORATED By: Name: Xxxx Xxxxxxx Title: Chief Financial Officer The undersigned, AS&E GLOBALXXXXXXXX TECHNOLOGIES, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of of: (a) a certain Unlimited Unconditional Guaranty dated as of August 114, 2003 2006 (the “Guaranty”), and (Bb) a certain Security Stock Pledge Agreement by Guarantor in favor dated as of the Bank dated August 114, 2003 2006 (the “Security Stock Pledge Agreement”); ) and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Stock Pledge Agreement each shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALXXXXXXXX TECHNOLOGIES, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxx Xxxxxxx Title: President and Chief Executive OfficerFinancial Officer Exhibit A EXHIBIT C COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Date: _________________________ FROM: (A) TECHNEST HOLDINGS, INC. (B) E-OIR TECHNOLOGIES, INC.

Appears in 1 contract

Samples: Second Loan Modification Agreement (Technest Holdings Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGSOUNDBITE COMMUNICATIONS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx Xxxxxx X. Xxxxxxx Xxxxx By: /s/ Xxxx Xxxxxxxxx Xxxxxx X. Xxxxx Name: Xxxxxxx Xxxxxx X. Xxxxxxx Xxxxx Name: Xxxx Xxxxxxxxx Xxxxxx X. Xxxxx Title: President and Chief Executive Officer CFO & COO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBAL, INC.SOUNDBITE COMMUNICATIONS SECURITIES CORPORATION, a Massachusetts corporation (“Guarantor”) hereby: (ia) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (i) a certain Unlimited Unconditional Guaranty of the obligations of Borrower to Bank dated August 11as of November 2, 2003 2009 (as amended, the “Guaranty”), and (Bii) a certain Security Agreement by Guarantor in favor of the Bank dated August 11as of November 2, 2003 2009 (as amended, the “Security Agreement”); and (iib) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iiic) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALSOUNDBITE COMMUNICATIONS SECURITIES CORPORATION By: Name: /s/ Xxxxxx X. Xxxxx Xxxxxx X. Xxxxx Title: CFO & COO SCHEDULE 1 EXHIBIT D COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK FROM: SOUNDBITE COMMUNICATIONS, INC. ByDate: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President The undersigned authorized officer of SoundBite Communications, Inc. (“Borrower”) certifies in such capacity that under the terms and Chief Executive Officerconditions of the Loan and Security Agreement between Borrower and Bank (as amended, the “Agreement”), (1) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below, (2) there are no Events of Default, (3) all representations and warranties in the Agreement are true and correct in all material respects on this date except as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower or any of its Subsidiaries relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the required documents supporting the certification. The undersigned certifies that these are prepared in accordance with GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement. Please indicate compliance status by circling Yes/No under “Complies” column.

Appears in 1 contract

Samples: Second Loan Modification Agreement (Soundbite Communications Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGCLEARSTORY SYSTEMS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ /S/ Xxxxxxx X. Xxxxxxx Read By: /s/ /S/ Xxxxxxx X. Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Read Name: Xxxxxxx X. Xxxx Xxxxxxxxx Title: President and Chief Executive Officer VP, CFO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) Relationship Manager The undersigned, AS&E GLOBALSCP Private Equity Partners II, INC.L.P., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated August 1125, 2003 2005 (the “Guaranty”), ) and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges. In addition, confirms and agrees that the obligations of Borrower undersigned hereby consents to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan AgreementModification Agreement in all respects. SCP PRIVATE EQUITY PARTNERS II, as amended by this Loan Modification Agreement. AS&E GLOBALL.P. By: SCP Private Equity II General Partners, L.P., its general partner By: SCP Private Equity II, LLC, its manager By: /S/ Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx Title: General Manager EXHIBIT A COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK FROM: CLEARSTORY SYSTEMS, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President The undersigned authorized officer of CLEARSTORY SYSTEMS, INC. certifies that under the terms and Chief Executive Officerconditions of the Loan and Security Agreement between Borrower and Bank (the “Agreement”), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) there are no Events of Default, and all representations and warranties in the Agreement are true and correct in all material respects on this date; provided however, that those representations and warranties expressly referring to another date shall be true and correct in all material respects only as of such date. Attached are the required documents supporting the certification. The Officer certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Please indicate compliance status by circling Yes/No under “Complies” column.

Appears in 1 contract

Samples: First Loan Modification Agreement (ClearStory Systems, Inc.)

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COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California). This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGGTC BIOTHERAPEUTICS, INC. ., formerly known as Genzyme Transgenics Corporation SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx XXXX X. Xxxxxxx XXXXX By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx XXXXXX XXXXXXXXX Name: Xxxx X. Xxxxx Name: Xxxxxx Xxxxxxxxx Title: Senior Vice President and Chief Executive Officer Title: Vice President SCO SILICON VALLEY BANK By: /s/ XXXXX X. XXXXXX Name: Xxxxx X. Xxxxxx Title: Division Manager (signed Signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBALEXHIBIT A COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK FROM: GTC BIOTHERAPEUTICS, INC.. The undersigned authorized officer of GTC Biotherapeutics, a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, Inc. certifies that under the terms and conditions of a certain Unlimited Guaranty dated August 11, 2003 the Loan and Security Agreement between Borrower and Bank (the “GuarantyAgreement”), and (Bi) a certain Security Agreement by Guarantor Borrower is in favor of complete compliance for the Bank dated August 11, 2003 (the “Security Agreement”); period ending with all required covenants except as noted below and (ii) acknowledges, confirms all representations and agrees warranties in the Agreement are true and correct in all material respects on this date. Attached are the required documents supporting the certification. The Officer certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) consistently applied from one period to the Guarantynext except as explained in an accompanying letter or footnotes. The Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and Security Agreement shall remain in full force and effect and shall in no way be limited that compliance is determined not just at the date this certificate is delivered. Please indicate compliance status by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank circling Yes/No under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President and Chief Executive Officer“Complies” column.

Appears in 1 contract

Samples: Loan Modification Agreement (GTC Biotherapeutics Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written aboveThird Loan Modification Effective Date. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGIBASIS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx ByName: /s/ Xxxx Xxxxxxxxx Xxxxxxx Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Title: President and Chief Executive Financial Officer Title: Senior Vice President SILICON VALLEY BANK ByThird Loan Modification Effective Date: Name: Title: (signed in Santa Xxxxx CountyDecember 30, California) The undersigned, AS&E GLOBAL, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) 2008 Each of the undersigned hereby ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated August 11each of its Unconditional Guaranty, 2003 Security Agreement, IP Security Agreement (if applicable) and Perfection Certificate, in each case executed in connection with the “Guaranty”)Loan Agreement, and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) each acknowledges, confirms and agrees that the Guaranty, and Security Agreement each such document shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, . instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges. IBASIS GLOBAL, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification AgreementINC. AS&E GLOBALIBASIS RETAIL, INC. By: /s/ Xxxxxxx X. Xxxxxxx By: Name: Xxxxxxx X. Xxxxxxx Name: Title: President Title: IBASIS SECURITIES CORPORATION KPN INTERNATIONAL NETWORK SERVICES, INC. By: By: Name: Name: Title: Title: EXHIBIT A COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Date: FROM: IBASIS, INC. The undersigned authorized officer of IBASIS, INC. (“Borrower”) certifies that under the terms and Chief Executive Officerconditions of the Loan and Security Agreement between Borrower and Bank (the “Agreement”), (1) Borrower is in complete compliance for the period ending with all required covenants except as noted below, (2) there are no Events of Default, (3) all representations and warranties in the Agreement are true and correct in all material respects on this date except as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower or any of its Subsidiaries, if any, relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the required documents supporting the certification. The undersigned certifies that these are prepared in accordance with GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement. Please indicate compliance status by circling Yes/No under “Complies” column.

Appears in 1 contract

Samples: Third Loan Modification Agreement (Ibasis Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGSOUNDBITE COMMUNICATIONS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Title: President and Chief Executive Officer Title: Vice President SILICON VALLEY BANK By: /s/ Xxxxxx X. Xxxxx By: /s/ Xxxxx Xxxxxx Name: Xxxxxx X. Xxxxx Name: Xxxxx Xxxxxx Title: (signed in Santa Xxxxx County, California) CFO & COO Title: SVP The undersigned, AS&E GLOBAL, INC.SOUNDBITE COMMUNICATIONS SECURITIES CORPORATION, a Massachusetts corporation (“Guarantor”) hereby: (ia) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (i) a certain Unlimited Unconditional Guaranty of the obligations of Borrower to Bank dated August 11as of November 2, 2003 2009 (as amended, the “Guaranty”), and (Bii) a certain Security Agreement by Guarantor in favor of the Bank dated August 11as of November 2, 2003 2009 (as amended, the “Security Agreement”); and (iib) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iiic) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALSOUNDBITE COMMUNICATIONS SECURITIES CORPORATION By: /s/ Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx Title: CFO & COO SCHEDULE 1 EXHIBIT D COMPLIANCE CERTIFICATE TO: FROM: SILICON VALLEY BANK SOUNDBITE COMMUNICATIONS, INC. ByDate: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President The undersigned authorized officer of SoundBite Communications, Inc. (“Borrower”) certifies in such capacity that under the terms and Chief Executive Officerconditions of the Loan and Security Agreement between Borrower and Bank (as amended, the “Agreement”), (1) Borrower is in complete compliance for the period ending with all required covenants except as noted below, (2) there are no Events of Default, (3) all representations and warranties in the Agreement are true and correct in all material respects on this date except as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower or any of its Subsidiaries relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the required documents supporting the certification. The undersigned certifies that these are prepared in accordance with GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement. Please indicate compliance status by circling Yes/No under “Complies” column.

Appears in 1 contract

Samples: Third Loan Modification Agreement (Soundbite Communications Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California). [The remainder of this page is intentionally left blank] This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGVOXWARE, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx Xxxx Commons By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx Name: Xxxx Xxxxxxxxx Commons Name: Xxxxxxxx X. Xxxxxxxx Title: President and Chief Executive Officer CFO Title: Vice President SILICON VALLEY BANK By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Operations Supervisor (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBALEDISON VENTURE FUND V, INC.L.P. ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated December29, 2003 (the “Guaranty”) and acknowledges, confirms and agrees that the Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. EDISON VENTURE FUND V, L.P. By: Edison Partners V, L.P., its general partner /s/ Xxxxxx X. Allegra The undersigned, CROSS ATLANTIC TECHNOLOGY FUND II, L.P. ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated December 29, 2003 (the “Guaranty”) and acknowledges, confirms and agrees that the Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. CROSS ATLANTIC TECHNOLOGY FUND II, L.P. By: XATF Management II, L.P., its general partner By: Cross Atlantic Capital Partners III, Inc., its general parter /s/ Xxxxx Xxxxxxx The undersigned, VERBEX ACQUISITION CORPORATION, a Massachusetts Delaware corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Unlimited Guaranty of the obligations of Borrower to Bank dated August 11January 27, 2003 2004 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11January 27, 2003 2004 (the “Security Agreement”); and (iiAgreement”);(ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALVERBEX ACQUISITION CORPORATION /s/ Xxxx Commons EXHIBIT C COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK FROM: VOXWARE, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President The undersigned authorized officer of Voxware, Inc., certifies that under the terms and Chief Executive Officerconditions of the Loan and Security Agreement between Borrower and Bank (the “Agreement”), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties in the Agreement are true and correct in all material respects on this date. Attached are the required documents supporting the certification. The Officer certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Please indicate compliance status by circling Yes/No under “Complies” column.

Appears in 1 contract

Samples: Second Loan Modification Agreement (Voxware Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGCYOPTICS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx BANK By: /s/ Xxxx Xxxxxxxxx NameXxxxx By: Xxxxxxx X. Xxxxxxx /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxxxxx Xxxxx Name: Xxxx Xxxxxx Title: President and Chief Executive Officer CFO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) VP The undersigned, AS&E GLOBALCyOptics International Holding Co., INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Unconditional Guaranty dated August 11as of May 21, 2003 2008 (as amended, the “Co. Guaranty”), ) and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement Co. Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; . CYOPTICS INTERNATIONAL HOLDING CO. By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: CFO The undersigned, CyOptics International Holding LLC, ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unconditional Guaranty dated as of May 21, 2008 (iiias amended, the “LLC Guaranty”) and acknowledges, confirms and agrees that the obligations LLC Guaranty shall remain in full force and effect and shall in no way be limited by the execution of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. AS&E GLOBAL, INC. CYOPTICS INTERNATIONAL HOLDING LLC By: /s/ Xxxxxxx X. Xxxxxxx Xxxx Xxxxx Name: Xxxxxxx X. Xxxxxxx Xxxx Xxxxx Title: President CFO SECOND LOAN MODIFICATION AGREEMENT (GROWTH CAPITAL FACILITY) This Second Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of June 20, 2011, by and Chief Executive Officerbetween SILICON VALLEY BANK, a California corporation, with its principal place of business at 0000 Xxxxxx Xxxxx, Xxxxx Xxxxx, Xxxxxxxxxx 00000 and with a loan production office located at 000 Xxxxx Xxxxxx, Xxxxx 0-000, Xxxxxx, Xxxxxxxxxxxxx 00000 (“Bank”) and CYOPTICS, INC., a Delaware corporation with its chief executive office located at 0000 Xxxxxxxx Xxxxxxxxx, Breinigsville, Pennsylvania 18031 (“Borrower”).

Appears in 1 contract

Samples: Loan and Security Agreement (Cyoptics Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGSOUNDBITE COMMUNICATIONS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx Xxxxxx X. Xxxxxxx Xxxxx By: /s/ Xxxx Xxxxxxxxx Xxxxxx Xxxxx Name: Xxxxxxx Xxxxxx X. Xxxxxxx Xxxxx Name: Xxxx Xxxxxxxxx Xxxxxx Xxxxx Title: President Chief Operating Officer and Chief Executive Financial Officer Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBAL, INC.SOUNDBITE COMMUNICATIONS SECURITIES CORPORATION, a Massachusetts corporation (“Guarantor”) hereby: (ia) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (i) a certain Unlimited Unconditional Guaranty of the obligations of Borrower to Bank dated August 11as of November 2, 2003 2009 (as amended, the “Guaranty”), and (Bii) a certain Security Agreement by Guarantor in favor of the Bank dated August 11as of November 2, 2003 2009 (as amended, the “Security Agreement); and (iib) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iiic) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALSOUNDBITE COMMUNICATIONS SECURITIES CORPORATION By: /s/ Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx Title: Chief Operating Officer and Chief Financial Officer SCHEDULE 1 EXHIBIT D COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Date: FROM: SOUNDBITE COMMUNICATIONS, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President The undersigned authorized officer of SoundBite Communications, Inc. (“Borrower”) certifies in such capacity that under the terms and Chief Executive Officerconditions of the Loan and Security Agreement between Borrower and Bank (as amended, the “Agreement”), (1) Borrower is in complete compliance for the period ending with all required covenants except as noted below, (2) there are no Events of Default, (3) all representations and warranties in the Agreement are true and correct in all material respects on this date except as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower or any of its Subsidiaries relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the required documents supporting the certification. The undersigned certifies that these are prepared in accordance with GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement. Please indicate compliance status by circling Yes/No under “Complies” column.

Appears in 1 contract

Samples: First Loan Modification Agreement (Soundbite Communications Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGMERCURY COMPUTER SYSTEMS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx Xxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Title: President Senior Vice President, Chief Financial Officer, and Chief Executive Officer TitleTreasurer BANK: Vice President SILICON VALLEY BANK By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: (signed in Santa Xxxxx County, California) Vice President The undersigned, AS&E GLOBAL, INC.LNX CORPORATION, a Massachusetts corporation (“Guarantor”) hereby: (i) Corporation, hereby ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Unconditional Guaranty in favor of Bank dated August 11January 18, 2003 2011 (the “GuarantyGuarantee), ) and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement Guarantee shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; therewith. LNX CORPORATION By: /s/ Xxxxxx X. Xxxx Name: Xxxxxx X. Xxxx Title: Treasurer The undersigned, MERCURY FEDERAL SYSTEMS, INC., a Delaware Corporation, hereby ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unconditional Guaranty in favor of Bank dated February 12, 2010 (iiithe “Guarantee”) and acknowledges, confirms and agrees that the obligations Guarantee shall remain in full force and effect and shall in no way be limited by the execution of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection therewith. AS&E GLOBALMERCURY FEDERAL SYSTEMS, INC. By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxx XxXxxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxx XxXxxxxx Title: President Treasurer Schedule 1 EXHIBIT B FORM OF NOTICE OF BORROWING MERCURY COMPUTER SYSTEMS, INC. Date: TO: SILICON VALLEY BANK 000 Xxxxx Xxxxxx, Xxxxx 0-000 Xxxxxx, Xxxxxxxxxxxxx 00000 Attention: Xx. Xxxx Xxxxxxx RE: Loan and Chief Executive OfficerSecurity Agreement dated as of February 12, 2010 (as amended, modified, supplemented or restated from time to time, the “Loan Agreement”), by and between Mercury Computer Systems, Inc. (“Borrower”) and Silicon Valley Bank (the “Bank”) Ladies and Gentlemen: The undersigned refers to the Loan Agreement, the terms defined therein and used herein as so defined, and hereby gives you notice irrevocably, pursuant to Section 3.4(a) of the Loan Agreement, of the borrowing of an Advance.

Appears in 1 contract

Samples: First Loan Modification Agreement (Mercury Computer Systems Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERING, INC. APPIAN CORPORATION SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Title: President and Chief Executive Officer Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBALAPPIAN EUROPE LIMITED, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty Charge over Account dated August 11as of March 13, 2003 2015 (the “GuarantyCharge over Account), ) and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement Charge over Account shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; . APPIAN EUROPE LIMITED By: Name: Xxxxxxx Xxxxxxx Title: Director This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: APPIAN CORPORATION SILICON VALLEY BANK By: By: Name: Name: Xxxxxx Xxxxxx Title: Title: Director The undersigned, APPIAN EUROPE LIMITED, ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Charge over Account dated as of March 13, 2015 (iiithe “Charge over Account”) and acknowledges, confirms and agrees that the obligations Charge over Account shall remain in full force and effect and shall in no way be limited by the execution of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. AS&E GLOBAL, INC. APPIAN EUROPE LIMITED By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President SCHEDULE 1 EXHIBIT B COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Date: FROM: APPIAN CORPORATION The undersigned authorized officer of APPIAN CORPORATION (“Borrower”) certifies that under the terms and Chief Executive Officerconditions of the Second Amended and Restated Loan and Security Agreement between Borrower and Bank (the “Agreement”), (1) Borrower is in complete compliance for the period ending with all required covenants except as noted below, (2) there are no Events of Default, (3) all representations and warranties in the Agreement are true and correct in all material respects on this date except as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, (4) Borrower has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower, if any, relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the required documents supporting the certification. The undersigned certifies that such documents are prepared in accordance with GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement. Please indicate compliance status by circling Yes/No under “Complies” column. Reporting Covenants Required Complies Monthly Financial Statements with Compliance Certificate Monthly within 30 days after the end of the month Yes No Annual financial statement (CPA Audited) FYE within 180 days Yes Xx 00-X, 00-X xxx 0-X (xx Xxxxxxxx is subject to Exchange Act reporting requirements) Within 5 days after filing with SEC Yes No A/R & A/P Agings (prepared both on a consolidated basis and with respect to Borrower alone) Monthly within 20 days after the end of the month Yes No Deferred Revenue Report (prepared both on a consolidated basis and with respect to Borrower alone) Monthly within 20 days after the end of the month unless there were no Obligations outstanding during the period commencing on the first day of such month through and including the 20th day after the last day of such month Yes No Transaction Reports With each Advance at all times At times when Obligations with respect to Advances are outstanding: within 30 days after the end of the month when a Streamline Period is in effect; and on Friday of every other week when a Streamline Period is not in effect Yes No N/A Annual Financial Projections Earlier of (a) within 10 days of approval by board of directors and (b) January 31 Yes No The following Intellectual Property was registered after the Effective Date (if no registrations, state “None”)

Appears in 1 contract

Samples: Loan Modification Agreement (Appian Corp)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California). This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGVOXWARE, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx Xxxxx X. Xxxxxxx Xxxxx By: /s/ Xxxx Xxxxxxxxx Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxx Xxxxx X. Xxxxxxx Xxxxx Name: Xxxx Xxxxxxxxx Xxxxxxxx X. Xxxxxxxx Title: President and Chief Executive Officer Interim CFO Title: Vice President SILICON VALLEY BANK By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Operations Supervisor (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBALEDISON VENTURE FUND V, INC.L.P. ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated December 29, 2003 (the “Guaranty”) and acknowledges, confirms and agrees that the Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. EDISON VENTURE FUND V, L.P. By: Edison Partners V, L.P., its general partner /s/ Xxxxxx X. Allegra The undersigned, CROSS ATLANTIC TECHNOLOGY FUND II, L.P. ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated December 29, 2003 (the “Guaranty”) and acknowledges, confirms and agrees that the Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. CROSS ATLANTIC TECHNOLOGY FUND II, L.P. By: XATF Management II, L.P., its general partner By: Cross Atlantic Capital Partners III, Inc., its general parter /s/ Xxxxx X. Xxxxxx The undersigned, VERBEX ACQUISITION CORPORATION, a Massachusetts Delaware corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Unlimited Guaranty of the obligations of Borrower to Bank dated August 11January 27, 2003 2004 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11January 27, 2003 2004 (the “Security Agreement”); and (iiAgreement”);(ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. By: VERBEX ACQUISITION CORPORATION /s/ Xxxxxxx Xxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: President and Chief Executive OfficerXxxxx Interim CFO 56120/796

Appears in 1 contract

Samples: First Loan Modification Agreement (Voxware Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGCYOPTICS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx Xxxxxx X. Xxxxxxx Xxxxxxxxxx, Xx. By: /s/ Xxxx Xxxxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx X. Xxxxxxx Xxxxxxxxxx, Xx. Name: Xxxx Xxxxxxxxx Xxxxxx Title: President and Chief Executive Officer CEO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBAL, INCCYOPTICS INTERNATIONAL HOLDING CO., a Massachusetts corporation (“Guarantor”) hereby: (ia) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Unconditional Guaranty dated August 11as of May 21, 2003 2008 (as amended, the “Co. Guaranty”), and ; (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (iib) acknowledges, confirms and agrees that the Guaranty, and Security Agreement Co. Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iiic) acknowledges, confirms and agrees that the guaranteed obligations of Borrower to Bank and liabilities under the Co. Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALCYOPTICS INTERNATIONAL HOLDING CO. By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: CEO The undersigned, CYOPTICS INTERNATIONAL HOLDING LLC, hereby: (a) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unconditional Guaranty dated as of May 21, 2008 (as amended, the “LLC Guaranty”); (b) acknowledges, confirms and agrees that the LLC Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (c) acknowledges, confirms and agrees that the guaranteed obligations and liabilities under the LLC Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. CYOPTICS INTERNATIONAL HOLDING LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: CEO The undersigned, CYOPTICS CHINA, INC., hereby: (a) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unconditional Guaranty dated as of June 20, 2011 (as amended, the “CyOptics China Guaranty”); (b) acknowledges, confirms and agrees that the CyOptics China Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (c) acknowledges, confirms and agrees that the guaranteed obligations and liabilities under the CyOptics China Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. CYOPTICS CHINA, INC. By: /s/ Xxxxxxx Xxxxxx X. Xxxxxxx Xxxxxxxxxx, Xx. Name: Xxxxxxx Xxxxxx X. Xxxxxxx Xxxxxxxxxx, Xx. Title: President CEO The undersigned, CYOPTICS TAIWAN, INC., hereby: (a) ratifies, confirms and Chief Executive Officerreaffirms, all and singular, the terms and conditions of a certain Unconditional Guaranty dated as of June 20, 2011 (as amended, the “CyOptics Taiwan Guaranty”); (b) acknowledges, confirms and agrees that the CyOptics Taiwan Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (c) acknowledges, confirms and agrees that the guaranteed obligations and liabilities under the CyOptics Taiwan Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. CYOPTICS TAIWAN, INC. By: /s/ Xxxxxx X. Xxxxxxxxxx, Xx. Name: Xxxxxx X. Xxxxxxxxxx, Xx. Title: CEO SCHEDULE 1 EXHIBIT B SPECIALTY FINANCE DIVISION Compliance Certificate I, an authorized officer of CYOPTICS, INC. (“Borrower”) certify under the Loan and Security Agreement (working capital line of credit) (as amended, the “Agreement”) between Borrower and Silicon Valley Bank (“Bank”) as follows for the period ending (all capitalized terms used herein shall have the meaning set forth in the Agreement): Borrower represents and warrants for each Financed Receivable: Each Financed Receivable is an Eligible Account. Borrower is the owner with legal right to sell, transfer, assign and encumber such Financed Receivable; The correct amount is on the Advance Request and Invoice Transmittal and is not disputed; Payment is not contingent on any obligation or contract and Borrower has fulfilled all its obligations as of the Advance Request and Invoice Transmittal date; Each Financed Receivable is based on an actual sale and delivery of goods and/or services rendered, is due to Borrower, is not past due or in default, has not been previously sold, assigned, transferred, or pledged and is free of any liens, security interests and encumbrances other than Permitted Liens; There are no defenses, offsets, counterclaims or agreements for which the Account Debtor may claim any deduction or discount; It reasonably believes no Account Debtor is insolvent or subject to any Insolvency Proceedings; It has not filed or had filed against it Insolvency Proceedings and does not reasonably anticipate any filing; Bank has the right to endorse and/ or require Borrower to endorse all payments received on Financed Receivables and all proceeds thereof. No representation, warranty or other statement of Borrower in any certificate or written statement given to Bank with respect to a Financed Receivable contains any untrue statement of a material fact or omits to state a material fact necessary to make the statement contained in the certificates or statement not misleading.

Appears in 1 contract

Samples: Loan Modification Agreement (Cyoptics Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGASPEN TECHNOLOGY, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxx Title: SVP - Finance & CFO ASPENTECH, INC. By: /s/ Xxxxxxx X. Xxxx Name: Xxxxxxx X. Xxxx Xxxxxxxxx Title: President and Chief Executive Officer TitleVP BANK: Vice President SILICON VALLEY BANK By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: (signed in Santa Xxxxx County, California) Relationship Manager The undersigned, AS&E GLOBAL, INCASPENTECH SECURITIES CORP., a Massachusetts corporation (“Guarantor”) hereby: (i) corporation, ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Guaranty dated August 11January 30, 2003 (the “Guaranty”), ) and (B) a certain Security Agreement by Guarantor in favor dated as of the Bank dated August 11January 30, 2003 (the “Security Agreement”); ) and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. ASPENTECH SECURITIES CORP By: /s/ Xxxxxxx X. Xxxxxxx Xxxx Name: Xxxxxxx X. Xxxxxxx Xxxx Title: President and Chief Executive OfficerVP

Appears in 1 contract

Samples: Fourth Loan Modification Agreement (Aspen Technology Inc /De/)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGTECHNEST HOLDINGS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx BANK By: /s/ Xxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxx Xxxxxxx Title: President and Chief Executive Financial Officer By: /s/ Gage Xxxxxxx Name: Gage Xxxxxxx Title: Vice President SILICON VALLEY BANK E-OIR TECHNOLOGIES, INC. By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: (signed in Santa Xxxxx County, California) Chief Financial Officer GENEX TECHNOLOGIES INCORPORATED By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer The undersigned, AS&E GLOBALXXXXXXXX TECHNOLOGIES, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of of: (a) a certain Unlimited Unconditional Guaranty dated as of August 114, 2003 2006 (the “Guaranty”), and (Bb) a certain Security Stock Pledge Agreement by Guarantor in favor dated as of the Bank dated August 114, 2003 2006 (the “Security Stock Pledge Agreement”); ) and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Stock Pledge Agreement each shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBALXXXXXXXX TECHNOLOGIES, INC. By: /s/ Xxxxxxx X. Xxxx Xxxxxxx Name: Xxxxxxx X. Xxxx Xxxxxxx Title: President and Chief Executive Financial Officer

Appears in 1 contract

Samples: Second Loan Modification Agreement (Technest Holdings Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written aboveabove written. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGVOXWARE, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx By: /s/ Xxxx Xxxxxxxxx Xxx X. Xxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx Name: Xxxx Xxxxxxxxx Xxx X. Xxxxx Title: President and Chief Executive Officer CFO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBAL, INC.VERBEX ACQUISITION CORPORATION, a Massachusetts Delaware corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Unlimited Guaranty of the obligations of Borrower to Bank dated August 11January 27, 2003 2004 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11January 27, 2003 2004 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and the Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower Guarantor to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. VERBEX ACQUISITION CORPORATION By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx Title: CFO The undersigned, VOXWARE(UK) Limited, a company registered under the laws of England and Wales (“UK Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Deed of Guaranty of the obligations of Borrower to Bank dated as of February 5, 2009 (the “UK Guaranty”), and (B) a certain Mortgage Debenture by UK Guarantor in favor of Bank dated as of February 5, 2009 (the “Debenture”); (ii) acknowledges, confirms and agrees that the UK Guaranty and the Debenture shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of UK Guarantor to Bank under the UK Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. VOXWARE (UK) Limited By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: President and Chief Executive OfficerCEO Exhibit A COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Date: FROM: VOXWARE, INC. The undersigned authorized officer of Voxware, Inc. (“Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the “Agreement”), (1) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below, (2) there are no Events of Default, (3) all representations and warranties in the Agreement are true and correct in all material respects on this date except as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower or any of its Subsidiaries relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the required documents supporting the certification. The undersigned certifies that these are prepared in accordance with generally GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement. Please indicate compliance status by circling Yes/No under “Complies” column. Reporting Covenant Required Complies Monthly financial statements with Monthly within 30 days Yes No Compliance Certificate Annual financial statement (CPA Audited) + XX XXX within 120 days Yes No 10-Q, 10-K and 8-K Within 5 days after filing with SEC Yes No Borrowing Base Certificate A/R Agings Monthly within 30 days Yes No Transaction Reports Weekly and with each request for a Yes No Credit Extension (Monthly within 15 days during a Streamline Period or if no outstanding Credit Extensions under the Revolving Line) Audit Annually Yes No Board approved projections Annually Yes No The following Intellectual Property was registered after the Effective Date (if no registrations, state “None”) _____________________________________________________________________________

Appears in 1 contract

Samples: Eighth Loan Modification Agreement (Voxware Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERING, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx By: /s/ Xxxx Xxxxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx Name: Xxxx Xxxxxxxxx X. Xxxxx Title: President and Chief Executive Financial Officer Title: Senior Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBAL, INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain (A) Unlimited Guaranty dated August 11, 2003 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx Title: President Chief Financial Officer EXHIBIT A BORROWING BASE CERTIFICATE Borrower: American Science and Chief Executive OfficerEngineering, Inc. Lender: Silicon Valley Bank Commitment Amount: $40,000,000.00 ACCOUNTS RECEIVABLE

Appears in 1 contract

Samples: Fourth Loan Modification Agreement (American Science & Engineering Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written aboveabove written. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGVOXWARE, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST BANK By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx By: /s/ Xxxx Xxxxxxxxx Xxx X. Xxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx Name: Xxxx Xxxxxxxxx Xxx X. Xxxxx Title: President and Chief Executive Officer CFO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) The undersigned, AS&E GLOBAL, INC.VERBEX ACQUISITION CORPORATION, a Massachusetts Delaware corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Unlimited Guaranty of the obligations of Borrower to Bank dated August 11January 27, 2003 2004 (the “Guaranty”), and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11January 27, 2003 2004 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, Guaranty and the Security Agreement shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of Borrower Guarantor to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. AS&E GLOBAL, INC. VERBEX ACQUISITION CORPORATION By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxx Title: President CFO The undersigned, VOXWARE(UK) Limited, a company registered under the laws of England and Chief Executive OfficerWales (“UK Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of (A) a certain Deed of Guaranty of the obligations of Borrower to Bank dated as of February 5, 2009 (the “UK Guaranty”), and (B) a certain Mortgage Debenture by UK Guarantor in favor of Bank dated as of February 5, 2009 (the “Debenture”); (ii) acknowledges, confirms and agrees that the UK Guaranty and the Debenture shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; and (iii) acknowledges, confirms and agrees that the obligations of UK Guarantor to Bank under the UK Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement. VOXWARE (UK) Limited By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx

Appears in 1 contract

Samples: Sixth Loan Modification Agreement (Voxware Inc)

COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank (provided, however, in no event shall this Loan Modification Agreement become effective until signed by an officer of Bank in California)Bank. This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above. BORROWER: BANK: AMERICAN SCIENCE AND ENGINEERINGCYOPTICS, INC. SILICON VALLEY BANK, doing business as SILICON VALLEY EAST By: /s/ Xxxxxxx X. Xxxxxxx BANK By: /s/ Xxxx Xxxxxxxxx NameXxxxx By: Xxxxxxx X. Xxxxxxx /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxxxxx Xxxxx Name: Xxxx Xxxxxx Title: President and Chief Executive Officer CFO Title: Vice President SILICON VALLEY BANK By: Name: Title: (signed in Santa Xxxxx County, California) VP The undersigned, AS&E GLOBALCyOptics International Holding Co., INC., a Massachusetts corporation (“Guarantor”) hereby: (i) ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unlimited Unconditional Guaranty dated August 11as of May 21, 2003 2008 (as amended, the “Co. Guaranty”), ) and (B) a certain Security Agreement by Guarantor in favor of the Bank dated August 11, 2003 (the “Security Agreement”); and (ii) acknowledges, confirms and agrees that the Guaranty, and Security Agreement Co. Guaranty shall remain in full force and effect and shall in no way be limited by the execution of this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith; . CYOPTICS INTERNATIONAL HOLDING CO. By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: CFO The undersigned, CyOptics International Holding LLC, ratifies, confirms and reaffirms, all and singular, the terms and conditions of a certain Unconditional Guaranty dated as of May 21, 2008 (iiias amended, the “LLC Guaranty”) and acknowledges, confirms and agrees that the obligations LLC Guaranty shall remain in full force and effect and shall in no way be limited by the execution of Borrower to Bank under the Guaranty include, without limitation, all Obligations of Borrower to Bank under the Loan Agreement, as amended by this Loan Modification Agreement, or any other documents, instruments and/or agreements executed and/or delivered in connection herewith. AS&E GLOBAL, INC. CYOPTICS INTERNATIONAL HOLDING LLC By: /s/ Xxxxxxx X. Xxxxxxx Xxxx Xxxxx Name: Xxxxxxx X. Xxxxxxx Xxxx Xxxxx Title: President CFO FIRST LOAN MODIFICATION AGREEMENT (WORKING CAPITAL LINE OF CREDIT) This First Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of , 2008, by and Chief between SILICON VALLEY BANK, a California corporation, with its principal place of business at 0000 Xxxxxx Xxxxx, Xxxxx Xxxxx, Xxxxxxxxxx 00000 and with a loan production office located at One Newton Executive OfficerPark, Suite 200, 0000 Xxxxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000 (“Bank”) and CYOPTICS, INC., a Delaware corporation with its chief executive office located at 0000 Xxxxxxxx Xxxxxxxxx, Breinigsville, Pennsylvania 18031 (“Borrower”).

Appears in 1 contract

Samples: First Loan Modification Agreement (Cyoptics Inc)

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