AMENDMENT TO AGREEMENT FOR WHOLESALE FINANCING AND BUSINESS FINANCING AGREEMENT
AMENDMENT
TO AGREEMENT FOR WHOLESALE FINANCING
AND
BUSINESS FINANCING AGREEMENT
This
Amendment is made to (i) that certain Agreement for Wholesale Financing dated
August 31, 2000, between ePlus Technology, inc. ("Dealer") and
GE Commercial Distribution Finance Corporation ("CDF"), as
amended ("AWF) and (ii) that certain Business Financing Agreement between Dealer
and CDF dated August 31, 2000, as amended ("BFA").
FOR
VALUE
RECEIVED, CDF and Dealer agree as follows:
1. Section
2.1 of the BFA is hereby amended in its entirety to read as
follows:
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"2.1
Accounts
Receivable Facility. Subject to the terms of this
Agreement, CDF agrees to provide to Dealer an Accounts Receivable
Facility
of Thirty Million Dollars ($30,000,000);provided,
however, that at no time will the principal amount outstanding under
the
Accounts Receivable Facility and Dealer's inventory floorplan credit
facility with CDF exceed, in the aggregate, One Hundred Twenty
Five Million Dollars ($125,000,000). CDF's decision to
advance funds will not be binding until the funds are actually
advanced." |
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In
addition, subject to the terms of the AWF, CDF agrees to provide
to Dealer
an inventory floorplan credit facility of One Hundred Twenty Five
Million Dollars ($125,000,000.00); provided, however, that at no
time will the principal amount outstanding under Dealer's inventory
floorplan credit facility with CDF and Dealer's Accounts Receivable
Facility exceed, in the aggregate, One Hundred Twenty Five Million
Dollars ($125,000,000.00). CDF's decision to advance
funds will not be binding until the funds are actually
advanced.
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2.
Section 3.2 of the BFA is hereby amended to read as follows and, to the extent
applicable, the following provision shall also amend the AWF:
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"3.2
Available
Credit;
Paydown. On receipt of each Schedule, CDF will credit
Dealer with such amount as CDF may deem advisable up to the remainder
of
(i) (a) eighty-five percent (85%) of the net amount of
eligible Government Accounts listed on such Schedule plus (b)
eighty-five percent (85%) of the net amount of Dealer's
eligible Non-Government Accounts listed on such Schedule plus (c)
eighty-five percent (85%) of the net amount of
eligible Intercompany Lease Receivables (as defined below) listed
in such
schedule up to a maximum of Four Million Dollars ($4,000,000) (the
amount
determined by adding §3.2(i)(a)
plus
§3.2(i)(b) plus §3.2(i)(c) is referred to herein as the 'Eligible
Credit'), minus (ii) the amount of Dealer's SPP Deficit (as defined
below) under Dealer's Agreement for Wholesale Financing (the 'AWF')
with
CDF as in effect from time to time (the amount determined by subtracting
§3.2(ii) from §3.2(i) is referred to herein as the 'Available
Credit'). |
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Dealer's
'SPP Deficit' shall mean the product
of (i) the percentage determined by dividing (a) the amount, if any,
by
which Dealer's total current outstanding indebtedness to CDF under
the AWF
as of the date of the Inventory Report (as defined below) exceeds
the
Inventory Value (as defined below) as determined by, and as of the
date
of, the Inventory Report, by (b) Dealer's total current outstanding
indebtedness to CDF under the AWF as of the date of the Inventory
Report,
multiplied by (ii) the from time to time outstanding indebtedness of
Dealer to CDF under the AWF. Such SPP Deficit, if any, will remain
in effect for purposes of this Agreement until the preparation and
delivery by Dealer to CDF of a new Inventory Report. Dealer will
forward to CDF by the tenth (10th) day of
every month an Inventory Report dated as of the last day of the prior
month which specifies the total aggregate wholesale invoice price
of all
of Dealer's inventory that is unsold and in Dealer's possession and
control as of the date of the Inventory Report. |
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The
term Inventory Value is defined herein to
mean one hundred percent (100%) of the total aggregate
wholesale invoice price of all of Dealer's inventory financed by
CDF under
the AWF that is unsold and in Dealer's possession and control as
of the
date of the Inventory Report and to the extent that CDF has a first
priority, fully perfected security interest therein; excluding therefrom
(i) all inventory drop shipped from Dealer's vendors directly to
Dealer's
customers; (ii) all inventory in Dealer's possession that is subject
to
returned merchandise authorizations issued by Dealer's vendors; and
(iii)
all inventory that has been owned by Dealer for more than one hundred
eighty (180) days from the invoice date. |
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In
addition, if Dealer's outstanding loans
under Dealer's accounts receivable credit facility as set forth in
Section 2.1 of this Agreement at any time exceed Dealer's Available
Credit, Dealer will immediately pay to CDF an amount not less than
the
difference between (i) Dealer's outstanding loans under Dealer's
accounts
receivable credit facility as set forth in Section 2.1 of this
Agreement, and (ii) Dealer's Available Credit. |
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Furthermore,
as an amendment to the AWF, in the
event Dealer's SPP Deficit exceeds at any time (i) Dealer's Eligible
Credit, minus (ii) Dealer's outstanding loans under Dealer's
accounts receivable credit facility as set forth in Section 2.1 of
this Agreement, Dealer will immediately pay to CDF, as a reduction
of
Dealer's total current outstanding indebtedness to CDF under the
AWF, the
difference between (i) Dealer's SPP Deficit, and (ii)(a) Dealer's
Eligible
Credit, minus (b) Dealer's outstanding loans under Dealer's
accounts receivable credit facility as set forth in Section 2.1 of
this Agreement. CDF will loan Dealer, on request, such amount so
credited or a part thereof as requested provided that at no time
will such
outstanding loans exceed Dealer's maximum accounts receivable credit
facility as set forth in Section 2.1 of this Agreement. No
advances or loans need be made by CDF if Dealer is in
Default."
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Dealer
waives notice of CDF's acceptance of this Amendment.
All other terms and provisions of the AWF and BFA, to the extent not
inconsistent with the foregoing, are ratified and remain unchanged and in full
force and effect.
IN WITNESS WHEREOF, Dealer and CDF have executed this Amendment on this
29th
day of October , 2007.
| EPLUS TECHNOLOGY, INC. | |
| By: /s/ Xxxxxx X. Xxxxxxxxx, CFO | |
| Xxxxxx X. Xxxxxxxxx, Chief Financial Officer |
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GE
COMMERCIAL DISTRIBUTION FINANCE
CORPORATION
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| By: /s/ Xxxxx Xxxxxxx | |
| Xxxxx Xxxxxxx, Vice President of Operations |
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