EXHIBIT 10.36
LOAN MODIFICATION AGREEMENT
This Loan Modification Agreement is entered into as of February 4, 1997,
by and between InnerDyne, Inc. ("Borrower") whose address is 0000 Xxxxxxxx
Xxxxxx, Xxxxxxxxx, XX 00000, and Silicon Valley Bank ("Bank") whose address
is 0000 Xxxxxx Xxxxx, Xxxxx Xxxxx, XX 00000.
1. DESCRIPTION OF EXISTING INDEBTEDNESS: Among other indebtedness which
may be owing by Borrower to Bank, Borrower is indebted to Bank pursuant to,
among other documents, a Loan and Security Agreement, dated February 23,
1995, as may be amended from time to time, (the "Loan Agreement"). The Loan
Agreement provided for, among other things, a Committed Line in the original
principal amount of Two Million and 00/100 Dollars ($2,000,000.00)(the
"Revolving Facility") and a Term Facility in the original principal amount of
Six Hundred Thousand and 00/100 Dollars ($600,000.00), however, capped at Two
Hundred Thousand and 00/100 Dollars ($200,000.00) for the purchase of any
non-standard equipment (the "Term Facility No. 1"). The Loan Agreement has
been modified pursuant to an Amendment to Loan and Security Agreement dated
February 29, 1996, which provided for, among other things, a new Term
Facility in the original principal amount of Seven Hundred Fifty Thousand
Dollars and 00/100 Dollars, ($750,000.00), however, capped at Two Hundred
Thousand and 00/100 Dollars ($200,000.00) for the purchase of non-standard
equipment (the "Term Facility No. 2"). The Loan Agreement has been further
modified pursuant to a Loan Modification Agreement dated October 24, 1996,
which provided for, among other things, an increase for the purchase of
non-standard equipment cap under Term Facility No. 2 to Five Hundred Thousand
and 00/100 ($500,000.00). Defined terms used but not otherwise defined herein
shall have the same meanings as in the Loan Agreement.
Hereinafter, all indebtedness owing by Borrower to Bank shall be
referred to as the "Obligations."
2. DESCRIPTION OF COLLATERAL AND GUARANTIES. Repayment of the
Obligations is secured by the Collateral as described in the Loan Agreement
and a Collateral Assignment, Patent Mortgage and Security Agreement dated
February 23, 1995.
Hereinafter, the above-described security documents and guaranties,
together with all other documents securing repayment of the Obligations shall
be referred to as the "Security Documents." Hereinafter, the Security
Documents, together with all other documents evidencing or securing the
Obligations shall be referred to as the "Existing Loan Documents."
3. DESCRIPTION OF CHANGE IN TERMS.
A. Modification(s) to the Loan Agreement.
1. "Maturity Date" means June 30, 1999.
B. Modification(s) to Term Facility No. 2.
1. The "Equipment Availability Date" in Section 2.1.2(a) shall
mean May 21, 1997.
2. The last sentence in Section 2.1.2(b) is amended to read as
follows:
All unpaid Equipment Advances shall be due and payable on
November 21, 2000 (the "Term Facility No. 2 Maturity Date").
4. CONSISTENT CHANGES. The Existing Loan Documents are hereby amended
wherever necessary to reflect the changes described above.
5. NO DEFENSES OF BORROWER. Borrower (and each guarantor and pledgor
signing below) agrees that it has no defenses against the obligations to pay
any amounts under the Existing Loan Documents.
6. CONTINUING VALIDITY. Borrower (and each guarantor and pledgor
signing below) understands and agrees that in modifying the existing
Obligations, Bank is relying upon Borrower's representations, warranties, and
agreements, as set forth in the Existing Loan Documents. Except as expressly
modified pursuant to this Loan Modification Agreement, the terms of the
Existing Loan Documents remain unchanged and in full force and effect. Bank's
agreement to modifications to the existing Obligations pursuant to this Loan
Modification Agreement in no way shall obligate Bank to make any future
modifications to the Obligations. Nothing in this Loan Modification Agreement
shall constitute a satisfaction of the Obligations. It is the intention of
Bank and Borrower to retain as liable parties all makers and endorsers of
Existing Loan Documents, unless the party is expressly released by Bank in
writing. No maker, endorser, or guarantor will be released by virtue of this
Loan Modification Agreement. The terms of this paragraph apply not only to
this Loan Modification Agreement, but also to all subsequent loan
modification agreements.
This Loan Modification Agreement is executed as of the date first
written above.
BORROWER: BANK:
INNERDYNE, INC. SILICON VALLEY BANK
By: /s/ Xxxxxx X. Xxxxx By: /s/ Xxxxx X. Xxxxxx
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Name: Xxxxxx X. Xxxxx Name: Xxxxx X. Xxxxxx
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Title: VP Chief Financial Officer Title: Assistant Vice President
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