USbancorp.
November 16, 1998
Recovery Engineering, Inc.
0000 Xxxxx 00xx Xxxxxx
Xxxxxxxx Xxxx, XX 00000
ATTENTION: Xxxxx Xxx
Re: Loan to Recovery Engineering, Inc.
Dear Xx. Xxx:
Reference is made to that certain Financing Agreement dated as of March
31, 1997 between Recovery Engineering, Inc. (the "Borrower") and U.S. Bank
National Association, formerly known as First Bank National Association, (the
"Lender") as amended by that First Amendment to Financing Agreement dated as of
March 16, 1998 (as so amended the "Financing Agreement"). Capitalized terms used
herein and not defined shall have the meaning assigned to them in the Financing
Agreement.
Pursuant to the provisions of the Financing Agreement, the Borrower is
required to have Cumulative Net Profit at the amounts and on the dates set forth
in Section 2.3(c) of the Financing Agreement. In the event that Xxxxxxxx fails
to have Cumulative Net Profit in the amounts and by the dates set forth in
Section 2.3(c) of the Financing Agreement, then all Advances are due and payable
pursuant to Section 2.4 of the Financing Agreement. The Borrower has informed
the Lender that it failed to achieve Cumulative Net Profit for fiscal year end
1998 as of September 30, 1998 at the level set forth in Section 2.3(c)(ii) of
the Financing Agreement.
The Borrower has requested that the Lender waive, and the Lender hereby
waives, the requirement that all Advances are due and payable due to the
Borrower's failure to achieve Cumulative Net Profit for the fiscal year end 1998
as of September 30, 1998 at the level set forth in Section 2.3(c)(ii) of the
Financing Agreement.
Recovery Engineering, Inc.
November 16,1998
Page 2
This waiver is expressly limited to the express terms described hereof
and shall not extend to any other failure to achieve Cumulative Net Profit under
Section 2.3 of the Financing Agreement causing all Advances to be and payable
under Section 2.4, to any event of default under the Security Agreement or to
any other period. This waiver shall not be deemed a course performance upon
which the Borrower may rely with respect to any failure to achieve Cumulative
Net Income, any default or event of default under the Security Agreement, or
request for a waiver and the Borrower hereby waives any such claim.
U.S. Bank National Association
By /s/ Xxx Xxxxxxxx
Its Analyst/Lender
