EXHIBIT 10.13
SECOND AMENDMENT TO GENERAL LOAN AND SECURITY AGREEMENT
This Second Amendment to General Loan and Security Agreement made and
entered into as of the 1st day of September, 1996, (the "Second Amendment
Agreement") by and between WAVE TECHNOLOGIES INTERNATIONAL, INC. (hereinafter
referred to as "Borrower") and COMMERCE BANK, NATIONAL ASSOCIATION (hereinafter
referred to as "Bank").
WHEREAS, the Borrower and Bank are parties to a General Loan and Security
Agreement dated as of August 31, 1995, as amended on January 5, 1996, (said
agreement, as amended, hereinafter referred to as the "Agreement"); and
WHEREAS, Borrower has requested the Bank to amend certain terms of the
Agreement upon the terms and conditions herein contained.
NOW, THEREFORE, in consideration of the mutual promises and agreements
hereafter made by and between the parties hereto, the parties hereto do mutually
agree as follows:
1. Words and phrases having defined meanings in the Agreement will have
the same meanings when used herein.
2. The definition of Commitment Amount in Section 1.1 is hereby deleted in
its entirety and the following is substituted in lieu thereof:
"Commitment Amount" means Two Million Dollars ($2,000,000) from September
1, 1996, until the Termination Date, and shall thereafter mean the amount,
if any, agreed to by Commerce and Borrower and evidenced by a Line of
Credit Note prepared by Commerce and executed by Borrower.
3. The definition of Termination Date in Section 1.1 is hereby deleted in
its entirety and the following is substituted in lieu thereof:
"Termination Date" shall mean September 1, 1997, but shall be deemed to be
amended without further action to correspond to the Maturity Date of any
renewal or modification of the Line of Credit Note.
4. Section 6.19 of the Agreement is hereby deleted in its entirety and the
following is substituted in lieu thereof:
6.19 Tangible Net Worth. Borrower shall maintain at all times a Combined
Tangible Net Worth of not less than Three Million Dollars ($3,000,000).
4. It is expressly understood that except as specifically modified hereby,
all of the terms, covenants, conditions, representations, warranties, and
provisions contained in the Agreement shall remain in full force and effect.
Oral agreements or commitments to loan money, extend credit or forbear
from enforcing repayment of a debt, including promises to extend or renew such
debt, are not enforceable. To protect you (borrower(s)) and us (creditor) from
misunderstanding or disappointment, any agreements we reach covering such
matters are contained in this writing, which is the complete and exclusive
statement of the agreement between us except as we may later agree in writing to
modify it.
IN WITNESS WHEREOF, the parties hereto have executed this instrument the
day and year first above written.
WAVE TECHNOLOGIES INTERNATIONAL, INC.
By: /s/ J. Xxxxxxx Xxxxxx
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Title: CFO
COMMERCE BANK, NATIONAL ASSOCIATION
By: /s/ Xxxxx X. Lan
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Title: AVP
