Exhibit 10.48
LOAN MODIFICATION AGREEMENT
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This Loan Modification Agreement is entered into as of May 14, 2005, by and
between INFONOW CORPORATION (the "Borrower") and Silicon Valley Bank ("Bank").
1. DESCRIPTION OF EXISTING OBLIGATIONS: Among other Obligations which may be
owing by Borrower to Bank, Borrower is indebted to Bank pursuant to, among other
documents, a Loan and Security Agreement, dated February 15, 2002, (as may be
amended, restated, or otherwise modified from time to time, the "Loan
Agreement"). The Loan Agreement provides for, among other things, a Committed
Revolving Line in the original principal amount of One Million Dollars
($1,000,000) and a Committed Equipment Line in the original principal amount of
One Million Dollars ($1,000,000). Defined terms used but not otherwise defined
herein shall have the same meanings as set forth in the Loan Agreement.
Hereinafter, all indebtedness owing by Borrower to Bank shall be referred to as
the "Obligations."
2. DESCRIPTION OF COLLATERAL. Repayment of the Obligations is secured by the
Collateral as described in the Loan Agreement.
Hereinafter, the above-described security documents and guaranties, together
with all other documents securing repayment of the Obligations shall be referred
to as the "Security Documents". Hereinafter, the Security Documents, together
with all other documents evidencing or securing the Obligations shall be
referred to as the "Existing Loan Documents".
3. DESCRIPTION OF CHANGE IN TERMS.
A. Modification(s) to Loan Agreement.
1. The first sentence in Paragraph "(b)" under Section 2.2 entitled
"Interest Rate and Payments on Committed Revolving Line" is
hereby amended to read as follows:
Interest due on the Committed Revolving Line is payable on the
13th day of each month.
2. Section 3.2 entitled "Conditions Precedent to All Credit
Extensions" is hereby amended in part to require that any Credit
Extension is subject to Borrower being in compliance with the
Adjusted Quick Ratio, as described in Section 6.7, for the two
months prior to such Credit Extension and immediately following
such Credit Extension.
3. Effective as of the month ended March 31, 2005, Section 6.7
entitled "Financial Covenants" is amended to read as follows:
Borrower shall maintain:
(i) Tangible Net Worth (as of the last day of each month). A
Tangible Net Worth of at least $1,000,000.
(ii) Adjusted Quick Ratio (to be maintained as of the last day of
each month when outstanding Credit Extensions exist). A
ratio of cash held with Bank plus Accounts, to Current
Liabilities less maintenance and support deferred revenue of
at least 1.50 to 1.00.
4. The following terms as defined in Section 13.1 entitled
"Definitions" are hereby amended to read as follows:
"Commitment Termination Date" is May 13, 2006.
"Revolving Maturity Date" is May 13, 2006.
4. CONSISTENT CHANGES. The Existing Loan Documents are hereby amended wherever
necessary to reflect the changes described above.
5. NO DEFENSES OF BORROWER. Borrower (and each guarantor and pledgor signing
below) agrees that, as of the date hereof, it has no defenses against paying any
of the Obligations.
6. PAYMENT OF LOAN FEE. Borrower shall pay Bank a fee in the amount of Five
Thousand Dollars ($5,000) ("Loan Fee") plus all out-of-pocket expenses.
7. CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below)
understands and agrees that in modifying the existing Indebtedness, Bank is
relying upon Borrower's representations, warranties, and agreements, as set
forth in the Existing Loan Documents. Except as expressly modified pursuant to
this Loan Modification Agreement, the terms of the Existing Loan Documents
remain unchanged and in full force and effect. Bank's agreement to modifications
to the existing Obligations pursuant to this Loan Modification Agreement in no
way shall obligate Bank to make any future modifications to the Obligations.
Nothing in this Loan Modification Agreement shall constitute a satisfaction of
the Obligations. It is the intention of Bank and Borrower to retain as liable
parties all makers and endorsers of Existing Loan Documents, unless the party is
expressly released by Bank in writing. Unless expressly released herein, no
maker, endorser, or guarantor will be released by virtue of this Loan
Modification Agreement. The terms of this paragraph apply not only to this Loan
Modification Agreement, but also to all subsequent loan modification agreements.
8. CONDITIONS. The effectiveness of this Loan Modification Agreement is
conditioned upon payment of the Loan Fee.
This Loan Modification Agreement is executed as of the date first
written above.
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BORROWER: BANK:
INFONOW CORPORATION SILICON VALLEY BANK
By: /s/ Xxxxx Xxxxxx By: /s/ Xxxxx Xxxxx
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Name: Xxxxx Xxxxxx Name: Xxxxx Xxxxx
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Title: CFO Title: Relationship Manager
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