Exhibit 10.4
SECOND AMENDMENT TO LOAN AGREEMENT AND PROMISSORY NOTE
THIS AMENDMENT is made as of the 27th day of January, 1998, by and between
XXXXXXX X. XXXXX, an individual having an address at 000 Xxxxxxxx Xxxxx Xxxxx,
Xxxxxxxxxx, Xxxxx Xxxxxx 00000 (the "Lender") and ACCESS SOLUTIONS
INTERNATIONAL, INC., a Delaware corporation having an address at 000 Xxx Xxx
Xxxx, Xxxxx Xxxxxxxxx, Xxxxx Xxxxxx 00000 (the "Borrower").
W I T N E S S E T H T H A T:
WHEREAS, the Borrower executed and delivered to the Lender a certain letter
agreement dated November 20, 1997, pursuant to which the Lender agreed to loan
to the Borrower the maximum principal sum of $180,000 ("Loan Agreement"), which
Loan Agreement is incorporated by reference herein and made a part hereof; and
WHEREAS, the Borrower executed and delivered to the Lender a certain
Promissory Note dated November 20, 1997 in the principal amount of $180,000,
which Note is hereby incorporated by reference herein and made a part hereof
(the "Note"); and
WHEREAS, the Borrower and the Lender executed a First Amendment to Loan
Agreement and Promissory Note dated as of January 5, 1998, pursuant to which the
maturity date of the Note was extended to January 30, 1998.
WHEREAS, the parties desire to further extend the maturity date of the Note
to February 27, 1998; and
WHEREAS, the parties hereto desire to amend the Loan Agreement and the Note
in the manner hereinafter set forth.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:
1. All outstanding obligations under the Loan Agreement and the Note,
including principal, interest, and fees, shall be due and payable on February
27, 1998.
2. Security for the Note is evidenced by, among other things, a Security
Agreement dated November 20, 1997, and as further amended on the date hereof,
and UCC financing statements filed with the Rhode Island Secretary of State
("Security Instruments"). All references to the Note in the Security Instruments
shall be deemed to include this amendment to the Note and any other amendments
which may be executed.
3. Except as modified and amended hereby, the Note shall remain in full
force and effect and is in all other respects ratified and confirmed.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the day and year indicated above.
LENDER: BORROWER
ACCESS SOLUTIONS INTERNATIONAL, INC.
/s/ Xxxxxxx X. Xxxxx
------------------------------- By: /s/ Xxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx -----------------------------------------
Xxxxxx X. Xxxxx
President and CEO
