Exhibit 10.56
April 29, 2004
Silicon Valley Bank
One Xxxxxx Executive Park, Suite 000
0000 Xxxxxxxxxx Xxxxxx
Xxxxxx, XX 00000
RE: LOAN ARRANGEMENT WITH NAVISITE, INC., CLEARBLUE TECHNOLOGIES
MANAGEMENT, INC., AVASTA, INC., CONXION CORPORATION, AND
INTREPID ACQUISITION CORP.
Gentlemen:
Reference is made to that certain loan arrangement (the "Loan Arrangement")
by and among (i) SILICON VALLEY BANK, a California-chartered bank, with its
principal place of business at 0000 Xxxxxx Xxxxx, Xxxxx Xxxxx, Xxxxxxxxxx 00000
and with a loan production office located at Xxx Xxxxxx Xxxxxxxxx Xxxx, Xxxxx
000, 0000 Xxxxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000, doing business under
the name "Silicon Valley East" ("Bank") and (ii) NAVISITE, INC., a Delaware
corporation, CLEARBLUE TECHNOLOGIES MANAGEMENT, INC., a Delaware corporation,
AVASTA, INC., a California corporation, CONXION CORPORATION, a California
corporation, and INTREPID ACQUISITION CORP., a Delaware corporation
(collectively, "Borrower"), evidenced by, among other documents, a certain
Accounts Receivable Financing Agreement by and among Borrowers and Bank dated as
of May 27, 2003, as amended by a certain First Loan Modification Agreement dated
as of January 30, 2004, and as further amended by a certain Second Loan
Modification Agreement dated as of April 29, 2004 (as amended, the "Loan
Agreement").
Borrowers have notified Bank that, on or before August 1, 2004, the
following wholly-owned subsidiaries of Navisite intend to merge into one or more
of the Borrowers such that, after giving effect to such mergers, such Borrowers
will be the surviving legal entities (the "Mergers"): (a) ClearBlue
Technologies/Chicago-Xxxxx, Inc., (b) ClearBlue Technologies/Las Vegas, Inc.,
(c) ClearBlue Technologies/Milwaukee, Inc., (d) ClearBlue Technologies/Los
Angeles, Inc., (e) ClearBlue Technologies/Oakbrook, Inc., (f) ClearBlue
Technologies/Vienna, Inc., (g) ClearBlue Technologies/New York, Inc., (h)
ClearBlue Technologies/Santa Xxxxx, Inc., (i) ClearBlue Technologies/Dallas,
Inc., and (j) ClearBlue Technologies/San Francisco, Inc.
Borrowers hereby covenant and agree that: (i) Borrowers shall cause the
Mergers to occur, and deliver to Bank evidence of same satisfactory to Bank, and
(ii) deliver evidence to Bank, satisfactory to Bank, that the assets of the
Subsidiaries are free and clear of all liens, no later than September 1, 2004.
This letter shall take effect as a sealed instrument under the laws of the
Commonwealth of Massachusetts as of the date hereof.
BORROWER: BANK:
NAVISITE, INC. SILICON VALLEY BANK, doing business as
SILICON VALLEY EAST
By: /s/ Xxxxxxx Xxxxx By: /s/ illegible
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Title: Secretary Title: SVP
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CLEARBLUE TECHNOLOGIES MANAGEMENT, INC.
By /s/ Xxxxxxx Xxxxx
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Title Secretary
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AVASTA, INC.
By /s/ Xxxxxxx Xxxxx
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Title Secretary
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CONXION CORPORATION
By /s/ Xxxxxxx Xxxxx
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Title Secretary
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INTREPID ACQUISITION CORP.
By /s/ Xxxxxxx Xxxxx
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Title Secretary
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