Silicon Valley Bank
Amendment to Loan Documents
Borrower: Silicon Gaming, Inc. and the Subsidiaries signing below
Date: June 30, 1999
THIS AMENDMENT TO LOAN DOCUMENTS is entered into between SILICON VALLEY
BANK ("Silicon") and the borrowers referred to above (jointly and severally, the
"Borrower"), with reference to the various loan and security agreements and
other documents, instruments and agreements between certain of the Borrowers and
Silicon, including but not limited to that certain Loan and Security Agreement
between Silicon and Silicon Gaming, Inc. dated November 25, 1997 (as amended, if
at all, the "Existing Loan Agreement"), and those certain Unconditional
Guaranties and Security Agreements dated November 25, 1997 executed by certain
of the Borrowers in favor of Silicon (the Existing Loan Agreement, said other
agreements, and all other related documents, instruments and agreements may be
referred to collectively herein as the "Existing Loan Documents").
The Parties agree to amend the Existing Loan Documents, as follows:
1. Present Loan Balance. Borrower acknowledges that the present unpaid
principal balance of the Borrower's indebtedness, liabilities and obligations to
Silicon under the Existing Loan Documents, including interest accrued through
June 30th, 1999is $1,958,426.09 (the "Present Loan Balance"), and that said sum
is due and owing without any defense, offset, or counterclaim of any kind.
2. Amendment to Existing Loan Documents. The Existing Loan Documents are
hereby amended in their entirety to read as set forth in the Loan and Security
Agreement, and related documents, being executed concurrently (collectively, the
"New Loan Documents"). The Borrower acknowledges that the Present Loan Balance
shall be the opening balance of the Loans pursuant to the New Loan Documents as
of the date hereof, and shall, for all purposes, be deemed to be Loans made by
Silicon to the Borrower pursuant to the New Loan Documents. Notwithstanding the
execution of the New Loan Documents, the following Existing Loan Documents shall
continue in full force and effect and shall continue to secure all present and
future indebtedness, liabilities, guarantees and other Obligations (as defined
in the New Loan Documents): All standard documents of Silicon entered into by
the Borrower in connection with Letters of Credit and/or Foreign Exchange
Contracts; all security agreements, pledge agreements (including but not limited
to the Pledge Agreement dated as of December, 1997, by Silicon Gaming, Inc., in
favor of Silicon), collateral assignments and mortgages, including but not
limited to those relating to patents, trademarks, copyrights and other
intellectual property (including but not limited to the Intellectual Property
Security Agreement between Silicon and Silicon Gaming, Inc. dated November 25,
1997, as amended, if at all); all lockbox agreements and/or blocked account
agreements; the Intercreditor Agreement dated as of December __, 1997,
-1-
between Silicon and BIII Capital Partners, L.P. (acknowledged by Silicon Gaming,
Inc.); and all UCC-1 financing statements and other documents filed with
governmental offices which perfect liens or security interests in favor of
Silicon. In addition, in the event the Borrower has previously issued any stock
options, stock purchase warrants or securities to Silicon, the same and all
documents and agreements relating thereto shall also continue in full force and
effect.
3. General Provisions. THIS AMENDMENT AND THE NEW LOAN DOCUMENTS SET
FORTH IN FULL ALL OF THE REPRESENTATIONS AND AGREEMENTS OF THE PARTIES WITH
RESPECT TO THE SUBJECT MATTER HEREOF AND SUPERSEDE ALL PRIOR DISCUSSIONS,
REPRESENTATIONS, AGREEMENTS AND UNDERSTANDINGS BETWEEN THE PARTIES WITH RESPECT
TO THE SUBJECT HEREOF.
Borrower: Silicon:
SILICON GAMING, INC. SILICON VALLEY BANK
BY /s/ XXXXXX X. XXXXXX BY /s/ XXXXXXX XXXXXXX
-------------------------------- ----------------------------
PRESIDENT OR VICE PRESIDENT TITLE VICE PRESIDENT
------------------------
-2-
Signature Page attached to and forming part of Amendment to Loan Documents with
Silicon Valley Bank dated June 30, 1999.
Additional Borrowers:
SILICON GAMING - COLORADO, INC. SILICON GAMING - ILLINOIS, INC.
BY /s/ XXXXXX X. XXXXXX BY /s/ XXXXXX X. XXXXXX
---------------------------------- -----------------------------------
PRESIDENT OR VICE PRESIDENT PRESIDENT OR VICE PRESIDENT
SILICON GAMING - INDIANA, INC. SILICON GAMING - IOWA, INC.
BY /s/ XXXXXX X. XXXXXX BY /s/ XXXXXX X. XXXXXX
---------------------------------- -----------------------------------
PRESIDENT OR VICE PRESIDENT PRESIDENT OR VICE PRESIDENT
SILICON GAMING - KANSAS, INC. SILICON GAMING - LOUISIANA, INC.
BY /s/ XXXXXX X. XXXXXX BY /s/ XXXXXX X. XXXXXX
---------------------------------- -----------------------------------
PRESIDENT OR VICE PRESIDENT PRESIDENT OR VICE PRESIDENT
SILICON GAMING - NEVADA, INC. SILICON GAMING - MICHIGAN, INC.
BY /s/ XXXXXX X. XXXXXX BY /s/ XXXXXX X. XXXXXX
---------------------------------- -----------------------------------
PRESIDENT OR VICE PRESIDENT PRESIDENT OR VICE PRESIDENT
SILICON GAMING - MINNESOTA, INC. SILICON GAMING - MISSISSIPPI, INC.
BY /s/ XXXXXX X. XXXXXX BY /s/ XXXXXX X. XXXXXX
---------------------------------- -----------------------------------
PRESIDENT OR VICE PRESIDENT PRESIDENT OR VICE PRESIDENT
SILICON GAMING - MISSOURI, INC. SILICON GAMING NEW JERSEY, INC.
BY /s/ XXXXXX X. XXXXXX BY /s/ XXXXXX X. XXXXXX
---------------------------------- -----------------------------------
PRESIDENT OR VICE PRESIDENT PRESIDENT OR VICE PRESIDENT
-3-
SILICON GAMING NEW MEXICO, INC.
BY /s/ XXXXXX X. XXXXXX
----------------------------------
PRESIDENT OR VICE PRESIDENT
-4-
