AMENDMENT TO BUSINESS FINANCING AGREEMENT AND
AGREEMENT FOR WHOLESALE FINANCING
This Amendment is made to (i) that certain Business Financing Agreement
executed on the 31st day August, 2000, between ePlus Technology, inc. ("Dealer")
and GE Commercial Distribution Finance Corporation ("CDF"), as amended ("BFA")
and (ii) that certain Agreement for Wholesale Financing between Dealer and CDF
dated August 31, 2000, as amended ("AWF").
FOR VALUE RECEIVED, CDF and Dealer agree as follows (capitalized terms
shall have the same meaning as defined in the BFA unless otherwise indicated):
1. Section 2.1 of the BFA is hereby amended in its entirety to read as
follows:
"2.1 Accounts Receivable Facility. Subject to the terms of this Agreement,
CDF agrees to provide to Dealer an Accounts Receivable Facility of
Fifteen Million Dollars ($15,000,000.00); provided, however, that at
no time will the principal amount outstanding under the Accounts
Receivable Facility and Dealer's inventory floorplan credit facility
with CDF exceed, in the aggregate, Fifty Million Dollars
($50,000,000.00). CDF's decision to advance funds will not be binding
until the funds are actually advanced."
In addition, subject to the terms of the AWF, CDF agrees to provide to
Dealer an inventory floorplan credit facility of Fifty Million Dollars
($50,000,000.00); provided, however, that at no time will the principal amount
outstanding under Dealer's inventory floorplan credit facility with CDF and
Dealer's Accounts Receivable Facility exceed, in the aggregate Fifty Million
Dollars ($50,000,000.00). CDF's decision to advance funds will not be binding
until the funds are actually advanced.
2. Section 3.12 of the BFA is hereby amended in its entirety to read as
follows:
"3.12 Review. Dealer grants CDF an irrevocable license to enter Dealer's
business locations during normal business hours with forty-eight (48)
hours prior notice to Dealer (unless Dealer is in Default in which
case no prior notice shall be required) to: (a) account for and
inspect all Collateral; (b) verify Dealer's compliance with this
Agreement; and (c) review, examine, and make copies of Dealer's books,
records, files and business procedures and practices. Dealer further
agrees to pay CDF a review fee of Three Thousand Dollars ($3,000.00)
per quarter for any such review, inspection or examination made by
CDF. CDF may, without notice to Dealer and at any time or times
hereafter, verify the validity, amount or any other matter relating to
any Account by mail, telephone, or other means, in the name of Dealer
or CDF."
Dealer waives notice of CDF's acceptance of this Amendment.
All other terms and provisions of the AWF and BFA, to the extent not
inconsistent with the foregoing, are ratified and remain unchanged and in full
force and effect.
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IN WITNESS WHEREOF, each of Dealer and CDF have executed this Amendment on
this 24th day of June, 2004.
ePlus Technology, inc.
Attest:
/s/ XXXXXX X. XXXXXXXXX, CFO
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/s/ XXXXX X. XXXXXXXX Xxxxxx X. Xxxxxxxxx
---------------------------- Chief Financial Officer
Xxxxx X. Xxxxxxxx, Secretary
GE COMMERCIAL DISTRIBUTION
FINANCE CORPORATION
/s/ XXXXX XXXXXXX
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Xxxxx Xxxxxxx
Vice President of Operations
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