[LETTERHEAD]
April 1, 1997
Xxxxxx Xxxxx, President & CEO
PERFECTDATA CORPORATION
000 Xxxx Xxxx Xxxxxx
Xxxx Xxxxxx, Xxxxxxxxxx 00000-0000
Re: Modification of Financing Arrangements
--------------------------------------
Dear Xx. Xxxxx:
Reference is made to that certain Loan Agreement dated as of November 2,
1995, entered into between PERFECTDATA CORPORATION ("Borrower") and
MANUFACTURERS BANK ("Bank"), together with any and all amendments,
modifications, riders and attachments thereto (collectively, the "Loan
Agreement"), governing certain financial accommodations which Bank has
extended to Borrower. All capitalized terms used in this letter shall have
the meanings given to them in the Loan Agreement, unless specifically defined
herein.
Bank has reviewed the financing arrangements provided to Borrower under the
Loan Agreement and all other related loan documents, and is willing to modify
the Loan Agreement, subject to the following terms and conditions:
1. Section 6.2(a) is modified by deleting the word "monthly", and replacing
it with the word "quarterly".
Except as expressly amended above, the Loan Documents shall remain unchanged
and in full force and effect.
Kindly cause Borrower to indicate their acceptance of this Agreement by
signing the enclosed copy where indicated and returning it to us. This offer
shall expire at 5:00 p.m. on April 18, 1997, unless prior to that time we
have received such copy duly executed.
Very truly yours,
MANUFACTURERS BANK,
Xxxx Xxxxxxxxxx
Assistant Vice President
AGREED AND ACCEPTED:
Dated: April 9, 1997 PERFECTDATA CORPORATION,
-------------------- a California corporation
By: /s/ Xxxxxx Xxxxx
-----------------------------------
Xxxxxx Xxxxx
Title: President & CEO
--------------------------------
By: /s/ Xxxxx X. Xxxxxx
-----------------------------------
Xxxxx X. Xxxxxx
Title: V.P. Finance & Corp. Secretary
--------------------------------
Page 1 of 1
Exhibit 10.66
[LETTERHEAD]
October 24, 1996
Xx. Xxxxxx Xxxxx
PERFECTDATA CORPORATION
000 Xxxx Xxxx Xxxxxx
Xxxx Xxxxxx, Xxxxxxxxxx 00000-0000
Re: Modification of Financing Arrangements
--------------------------------------
Dear Xx. Xxxxx:
Reference is made to (i) that certain Loan Agreement dated as of November 2,
1995, entered into between PERFECTDATA CORPORATION ("Borrower") and
MANUFACTURERS BANK ("Bank"), together with any and all alterations,
amendments, changes, extensions, modifications, riders, and supplements
thereto (collectively, the "Loan Agreement"), (ii) that certain promissory
note in the original principal amount of One Million Dollars ($1,000,000.00)
dated August 2, 1992 and executed by Xxxxxxxx in favor of Bank (the "Note"),
and (iii) any and all documents executed in connection with the Loan
Agreement (which documents, together with the Loan Agreement and the Note,
are collectively referred to as the "Loan Documents"), pursuant to which Bank
has extended certain financial accommodations to Borrower. Any and all
capitalized terms used herein shall have the meanings ascribed to them in the
Loan Agreement, unless specifically defined below.
At your request we have reviewed the financing arrangements which we have
provided to Borrower under the Loan Documents and are willing to modify the
Loan Agreement and the Note as set forth below:
1. Section 6.2(a) of the Loan Agreement is deleted and replaced with the
following:
6.2(a) FINANCIAL PROJECTIONS FOR BORROWER. Deliver to Bank not less than
ninety (90) days before the end of each of Borrower's fiscal years, monthly
financial projections for Borrower including balance sheets, income
statements, cash flow projections and letter of credit usage projections,
for the next succeeding fiscal year, prepared by Xxxxxxxx.
2. Section 6.3(f) is added to the Loan Agreement as follows:
6.3(f) LIQUIDITY. (i) At all times maintain Net Liquid Assets in an amount
not less than Three Hundred Thousand Dollars ($300,000.00) and (ii) deliver
to Bank, within thirty (30) days after the end of each calendar quarter,
written evidence of compliance with this covenant satisfactory to Bank. As
used in this Section, "Net Liquid Assets" means cash, bank deposits,
marketable securities, mutual funds, municipal bonds and municipal bond
funds, wherever located or maintained, net of the aggregate amount of all
indebtedness secured by any lien or encumbrance of any nature whatsoever
affecting any of such assets.
3. Note is modified by extending its maturity date and the last date for
obtaining advances thereunder from October 31, 1996, to August 31, 1997.
Availability of credit remains subject to any other conditions contained in
the Note.
Except as expressly amended above, the Loan Documents shall remain unchanged
and in full force and effect. Kindly cause Borrower to indicate their
acceptance of this Agreement by signing the enclosed copy where indicated and
returning it to us. This offer shall expire at 5:00 p.m. on October 31,
1996, unless prior to that time we have received such copy duly executed.
Very truly yours,
MANUFACTURERS BANK,
/s/ Xxxxx Xxxxx
Xxxxx Xxxxx
Vice President
AGREED AND ACCEPTED:
Dated: Oct 25, 1996 PERFECTDATA CORPORATION,
-------------------- a California corporation
By: /s/ Xxxxxx Xxxxx
-----------------------------------
Xxxxxx Xxxxx
Title: President & CEO
--------------------------------
By: /s/ Xxxxx X. Xxxxxx
-----------------------------------
Xxxxx X. Xxxxxx
Title: V.P. Finance & Corp. Secretary
--------------------------------
Page 1 of 1
Exhibit 10.66
