Exhibit 10.76
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SILICON VALLEY BANK
AMENDMENT TO LOAN DOCUMENTS
BORROWER: VERSO TECHNOLOGIES, INC.
NACT TELECOMMUNICATIONS, INC.
XXXXXXXX.XXX SOFTWARE, INC.
DATE: APRIL 7, 2003
THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley
Bank ("Silicon") and the borrower named above ("Borrower").
The Parties agree to amend the Loan and Security Agreement between them,
dated December 14, 2001 (as otherwise amended, if at all, the "Loan Agreement"),
as follows, effective as of the date hereof. (Capitalized terms used but not
defined in this Amendment shall have the meanings set forth in the Loan
Agreement.)
1. MODIFIED EBITDA FINANCIAL COVENANT. The EBITDA Financial Covenant set
forth in Section 5 of the Schedule to Loan Agreement is hereby amended to read
as follows:
EBITDA: Borrower shall maintain EBITDA (as
defined below), including the
Acquired Assets (except as
otherwise provided below), as
follows:
MONTHLY (Based on the average of the three
months immediately preceding the month being
reported, including the month being
reported. As an example, to determine
Borrower's compliance with EBITDA for the
month ending January 31, 2003, one must
calculate the average EBITDA for the months
of November 2002, December 2002 and January
2003; for the month ending February 28,
2003, the average EBITDA for the months of
December 2002, January 2003 and February
2003 must be calculated).
For the month ending January 31, 2003,
Borrower shall, on a consolidated basis,
maintain EBITDA of not less than <$180,000>;
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SILICON VALLEY BANK AMENDMENT TO LOAN AGREEMENT
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For the month ending February 28, 2003,
Borrower shall, on a consolidated basis,
maintain EBITDA of not less than <$380,000>;
For the month ending March 31, 2003,
Borrower shall, on a consolidated basis,
maintain EBITDA of not less than <$180,000>;
For the month ending April 30, 2003,
Borrower shall, on a consolidated basis,
maintain EBITDA of not less than <$350,000>;
For the month ending May 31, 2003, Borrower
shall, on a consolidated basis, maintain
EBITDA of not less than <$350,000>; and
For the month ending June 30, 2003 and each
month ending thereafter, Borrower shall, on
a consolidated basis, maintain EBITDA of not
less than $50,000; and
QUARTERLY
For the fiscal quarter ending December 31,
2002, Borrower shall, on a consolidated
basis (not including the Acquired Assets),
maintain EBITDA of not less than $100,000;
For the fiscal quarter ending March 31,
2003, Borrower shall, on a consolidated
basis, maintain EBITDA of not less than
<$250,000>;
For the fiscal quarter ending June 30, 2003,
Borrower shall, on a consolidated basis,
maintain EBITDA of not less than $1,000,000;
For the fiscal quarter ending September 30,
2003, Borrower shall, on a consolidated
basis, maintain EBITDA of not less than
$1,300,000;
For the fiscal quarter ending December 31,
2003, Borrower shall, on a consolidated
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basis, maintain EBITDA of not less than
$1,800,000;
For the fiscal quarter ending March 31,
2004, Borrower shall, on a consolidated
basis, maintain EBITDA of not less than
$1,950,000; and
For the fiscal quarter ending June 30, 2004,
Borrower shall, on a consolidated basis,
maintain EBITDA of not less than $2,100,000.
2. REPRESENTATIONS TRUE. Borrower represents and warrants to Silicon that
all representations and warranties set forth in the Loan Agreement, as amended
hereby, are true and correct.
3. GENERAL PROVISIONS. This Amendment, the Loan Agreement, any prior
written amendments to the Loan Agreement signed by Silicon and Borrower, and the
other written documents and agreements between Silicon and Borrower 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. Except as herein expressly amended, all of the terms and provisions of
the Loan Agreement, and all other documents and agreements between Silicon and
Borrower shall continue in full force and effect and the same are hereby
ratified and confirmed.
BORROWER: SILICON:
VERSO TECHNOLOGIES, INC. SILICON VALLEY BANK
BY /s/ Xxxxxx X. Xxxxxxx BY /s/ Xxxxx Xxxxxx
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VICE PRESIDENT TITLE SVP
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BY /s/ Xxxxx Xxxx
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SECRETARY OR ASS'T SECRETARY
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BORROWER: BORROWER:
NACT TELECOMMUNICATIONS, INC. XXXXXXXX.XXX SOFTWARE, INC.
BY /s/ Xxxxxx X. Xxxxxxx BY /s/ Xxxxxx X. Xxxxxxx
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VICE PRESIDENT VICE PRESIDENT
BY /s/ Xxxxx Xxxx BY /s/ Xxxxx Xxxx
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SECRETARY OR ASS'T SECRETARY SECRETARY OR ASS'T SECRETARY
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