Amendment and Extension Agreement
Borrower: Pilot Network Services, Inc.
Address: 0000 Xxxxxx Xxxxxxx Xxxxxxx
Xxxxxxx, Xxxxxxxxxx 00000
Date: February 14, 2001
THIS AMENDMENT AND EXTENSION AGREEMENT is entered into between GREYROCK
CAPITAL, a Division of Banc of America Commercial Finance Corporation
("Greyrock"), whose address is 00000 Xxxxxxxx Xxxx., Xxxxx 0000, Xxx Xxxxxxx. XX
00000 and the borrower named above ("Borrower").
The Parties agree to amend the Loan and Security Agreement between them,
dated November 9, 1999 (the "Loan Agreement") and the Secured Promissory Note
made by Borrower to the order of Greyrock dated November 9, 1999 in the original
principal amount of $3,000,000 (the "Note"), as follows. (This Amendment, the
Loan Agreement, the Note any prior written amendments to the foregoing, signed
by Greyrock and the Borrower, and all other written documents and agreements
between Greyrock and the borrower are referred to herein collectively as the
"Loan Documents". Capitalized terms used but not defined in this Amendment,
shall have the meanings set forth in the Loan Agreement.)
1. Extension, The Maturity Date is extended to April 30. 2001 so that
Section 6.1 of the Loan Agreement will read in its entirety as follows:
"6.1 Maturity Date. This Agreement shall continue in effect until April
30. 2001 (the 'Maturity Date')."
2. Note Extension. The date "January 31, 2001" in the first paragraph
of the Note is amended to read "April 30, 2001".
3. Additional Covenants. The following new Section 9 is hereby added to
the Schedule to the Loan Agreement.
"9. Additional Covenants. The Borrower covenants as follows:
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(1) Maximum Net Loss. Borrower's net loss (computed on the
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basis of generally accepted accounting principles)
for each of the following months shall not exceed the
following amounts:
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Greyrock Capital Amendment and Extension Agreement
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February 2001 Maximum net loss of $2,500,000
March 2001 Maximum net loss of $2,500,000
April 2001 Maximum net loss of $2,500,000
(2) Cash on Hand, Borrower shall maintain cash on hand of not
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less than the following amounts at the following dates, and
shall provide evidence of the same to Greyrock, reasonably
satisfactory to Greyrock, by the said dates:
at 2/16/01: $1,750,000
at 2/28/01: $1,750,000
at 3/16/01: $1,750,000
at 3/31/01 $2,500,000
at 4/13/01: $1,750,000
at 4/30/01: $5,500,000
(3) Payments on Note. In addition to any other payments due
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under loan documents, Borrower shall make the following
dates and shall provide evidence of the same to
Greyrock, reasonably satisfactory to Greyrock, by the said
dates:
at 2/28/01: $ 250,000
at 3/16/01: $ 150,000
at 3/31/01: $ 600,000
at 4/13/01 $ 500,000
at 4/31/01: $1,500,000
(3) Transaction Progress. There shall be continued progress,
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satisfactory to Greyrock in its reasonable discretion, in
the transactions outlined in the February 14, 2001 letter
of intent, a copy of which was provided to Greyrock.
Any breach of any of the foregoing covenants in this Section 9 shall
Constitute an immediate Event of Default, and the same shall not be
subject to any cure period provided in Section 7.1 of the Loan Agreement."
4. Representations True. Borrower represents and warrants to Greyrock
that all representations and warranties set forth in the Loan Agreement, as
amended hereby, are true and correct.
5. General Provisions. This Amendment, the Loan Agreement, the Note,
and the other 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. Nothing herein
constitutes a waiver of any default or Event of Default, known or unknown which
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Greyrock Capital Amendment and Extension Agreement
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may exist. Except as herein expressly amended, all of the terms and provisions
of the Loan Agreement, the Note and the other Loan Documents shall continue in
full force and effect and the same are hereby ratified and confirmed.
Borrower: Greyrock:
PILOT NETWORK SERVICES, INC. GREYROCK CAPITAL,
a Division of Banc of America Commercial
Finance Corporation
By /S/ Xxxxxxxx Xxxxxxx
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President or Vice President
By /S/ Xxxxxxxxx Wail
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By /S/ Title VP
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Secretary or Ass't Secretary
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