AMENDMENT TO AGREEMENTS
Exhibit
10.16
AMENDMENT TO
AGREEMENTS
This Amendment to the Loan, Pledge and
Security Agreement and related Promissory Note, as of March 17, 2009 is made by
and between Thermo Credit, LLC (hereinafter referred to as the “Secured Party”)
and United eSystems, Inc., Netcom Data Southern Corp., Netcom Data Corp., and
United Check Services, LLC ( jointly, severally and in solido “Debtor”), who
hereby agree as follows:
WHEREAS, Secured Party and
Debtor entered into a Loan, Pledge and Security Agreement
and a Promissory Note (hereinafter the “Agreements”) dated as of September 17,
2008 (all capitalized terms not otherwise defined herein shall have the meaning
set forth in the Agreements);
WHEREAS, the Debtor desires to
exercise the extension option provided in the Agreements, and
WHEREAS, the Secured Party and
Debtor desire to amend the Agreements to modify certain terms and dates included
in the original Agreements;
NOW, THEREFORE, for and in
consideration of the foregoing, the mutual covenants and agreements herein
contained and other good and valuable consideration, Debtor and Secured Party
hereby mutually enter into this Amendment to the Agreements as
follows:
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1.
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The
Maturity Date reflected in the Agreements is changed to March 31,
2010.
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2.
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The
amount of the credit facility as reflected in the Agreements is changed to
$2,050,000.00 (Two million fifty thousand
dollars);
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3.
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Section
4 (b) and (c) of the Promissory Note is modified as
follows:
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(b) Five
monthly payments of principal of $20,000 plus accrued interest and fees
commencing on April 30, 2009 and continuing on the last day of each month
thereafter, followed by 6 monthly payments of principal of $40,000 plus accrued
interest and fees, beginning September 30, 2009 and continuing on the
last day of each month thereafter; and
(c) One
final payment of all unpaid principal and accrued and unpaid interest and fees
on the Maturity Date (March 31, 2010);
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4.
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The
Rate as reflected in the Section 1 of the Promissory Note is adjusted to
the greater of the Prime Rate plus 11%, or
18%;
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5.
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Debtor
hereby certifies that:
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a.
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all
of the representations and warranties contained in the Agreements are true
and correct as of the date thereof;
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b.
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the
Debtor is not in default under the
Agreements;
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c.
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no
event of default has occurred and is
continuing;
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d.
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Debtor
has not breached any covenant contained in the Agreements;
and
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e.
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the
Agreements are in full force and effect as of the date
hereof.
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6.
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Except
as set forth above, all of the remaining terms, provisions and conditions
of the Agreements shall remain in full force and
effect.
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7.
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Simultaneous
with Debtor’s execution of this Amendment, Debtor will pay to Secured
Party a payment totaling $89,657.50 comprised of a $20,500.00 (1% of the
commitment) Commitment Fee for the twelve-month extension of the
commitment, and $69,157.50 to reduce the current principal balance
outstanding to the new commitment level of
$2,050,000.00
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IN WITNESS WHEREOF, the
parties have caused this instrument to be duly executed as of the date first
above written.
SECURED PARTY:
THERMO CREDIT, LLC
By: /s/ Xxxx X. Xxxxxx,
Xx.
Name: Xxxx X. Xxxxxx,
Xx.
Title: Executive Vice
President
DEBTOR:
By: Xxxxxx Xxxx Green,
Jr.
Name: Xxxxxx Xxxx Green,
Jr.
Title: Chief Executive
Officer
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