EXHIBIT 10.2
Amendment to Loan and Security Agreement dated March 21, 2001
As of Xxxxx 00, 0000
X-Xxxxxx Int'l Corporation
000 Xxxxxxx Xxxxxx
Xxxxxxxxxx, Xxx Xxxxxx 00000
Re: Loan and Security Agreement dated as of September 17,
1998 (said agreement as amended or modified from time to
time the "Loan Agreement")
Gentlemen:
This is to confirm our approval of your request for three (3)
month extension of the term of the One Million Five Hundred Thousand
Dollar ($1,500.000.00) revolving credit facility provided for in the
Loan Agreement and to modify certain sections of the Loan Agreement.
Accordingly, we have agreed to the following modifications to the Loan
Agreement:
(A) The definition of Termination Date as set forth in
Section 1.1 of the Loan Agreement is hereby modified to read as follows:
Termination Date. means (a) June 30, 2001, unless such date
is extended pursuant to section 3.1 hereof, and if so extended
on one or more occasions the last date of the last such
extension, or (b) if earlier terminated by BACC pursuant to
section 9.1 hereof, the date of such termination.
(B) Section 2.9 of the Loan Agreement is hereby modified to
read as follows.
2.9 Field Examination Fee. Borrower agrees to pay to BACC a
fee (Field Examination Fee) in an amount equal to Seven
Hundred Fifty Dollars ($750.00) per day per examiner plus out
of pocket expenses for each examination of Borrower's Books or
the other Collateral performed by BACC or its designee.
In consideration of BACC's entry into this letter agreement,
the Borrower shall, contemporaneous with the execution hereof, pay to
BACC an extension fee of Fifteen Thousand Dollars ($15,000.00).
Our approval shall not constitute a waiver of any Events of
Default, if any so exist, or any future violation of any provisions of
the Loan Agreement or any other Loan Documents.
By your execution hereof Borrower agrees to pay all costs and
expenses, including reasonable attorneys fees and disbursements,
incurred by BACC in connection with the preparation of this letter
agreement and the other documents created in connection herewith.
Capitalized terms not defined herein but defined in the Loan Agreement
shall have the same meaning ascribed to such terms in the Loan
Agreement. Your execution shall also act as your representation that
the execution of this letter agreement has been authorized by all
required corporate action, that this letter agreement constitutes the
valid and binding obligation of the Borrower, is enforceable in
accordance with its terms and that no material adverse change in the
financial condition of the Borrower has occurred and the Borrower's
reaffirmation of its grant to BACC of a lien on the Collateral.
Except as herein set forth, the Loan Agreement and all other
Loan Documents shall remain in full force and effect. Our agreement as
aforesaid is subject to your written agreement with the terms hereof by
signing and returning a copy hereof where so indicated below, along with
the enclosed Extension Promissory Note and by the written consent of
guarantors and subordinator, where so indicated below. This letter may
be executed in counterparts.
BUSINESS ALLIANCE CAPITAL CORP.
By:
Name: Xxxxxxx Xxxxxxx
Title: Senior Vice President
Agreed to
K-Tronik Int'l. Corporation
By:
Name: Xxxxxx Xxx
Title: President
The undersigned, guarantor of the Liabilities of the Borrower
to BACC, hereby consents to the above letter and agrees that same shall
not affect his Individual Guaranty dated as of as of September 17, 1998,
which guaranty remains in full force and effect.
Xxxxxx Xxx
The undersigned, a subordinating creditor in favor of BACC, of
the obligations of Borrower to the undersigned, hereby consents to the
above letter and agrees that same shall not affect its Debt
Subordination Agreement dated as of as of March 14, 2001, which Debt
Subordination Agreement remains in full force and effect.
Eiger Technologies, Inc.
By:
Name:
Title:
