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EXHIBIT 10.10
NATIONSBANK, N.A. MODIFICATION OF LOAN AGREEMENT
THIS MODIFICATION OF LOAN AGREEMENT (this "Agreement") is made as of
this 31st day of May, 1996 but is in all respects effective May 31, 1996, by
and between Microbiological Associates, Inc., Microbiological Associates
Limited, Magenta Corporation, and Magenta Services Ltd., the ("Borrower") and
NationsBank, N.A. (the "Bank"), witnesseth:
WHEREAS, on December 1, 1994, the Borrower obtained a Line of Credit
in the maximum/original principal amount of One Million and 00/100 Dollars
($1,000,000.00) (the "Loan"); and
WHEREAS, the Borrower executed a loan agreement (the "Loan Agreement")
outlining specific terms and conditions governing the Loan; and
WHEREAS, the Borrower has requested and the Bank has agreed to renew
the Loan provided that the Borrower executes this Agreement.
NOW, THEREFORE, in consideration of the premises, the sum of $1.00 and
other good and valuable consideration, the receipt of which is hereby
acknowledged, the parties hereto agree as follows:
1. The statements set forth above are true and accurate
in every respect and are incorporated herein by reference.
2. The Loan Agreement is hereby amended as follows:
Section 3.09 is hereby deleted in its entirety and replaced by
the following:
Section 3.09 Cash Flow Coverage. Maintain at all times a
ratio of cash flow to debt services of not less than 1.0 to 1.0. For this
purpose, Cash Flow Coverage shall be tested using the results of the most
recently ended fiscal quarter and shall be defined as:
Net Income + Depreciation & Amortization Expenses + Interest Expense
+ Rent & Lease Expense
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Debt Service + Capital Expenditures + Dividends Paid + Rent & Lease Expense
Tested quarterly on a rolling four quarter result beginning September 30, 1996
Maintain at all times a ratio of cash flow to debt service of not less
than 1.25 to 1.00. For this purpose, Cash Flow Coverage shall be tested using
the results of the most recently ended fiscal quarter and shall be defined as:
Net Income + Depreciation & Amortization Expenses + Interest Expense
+ Rent & Lease Expense
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Debt Service + Dividends Paid + Rent & Lease Expense
Tested quarterly on a rolling four quarter result beginning June 30, 1996
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IN WITNESS WHEREOF, and intending to create an instrument executed
under seal, the Borrower and the Bank have duly executed this Agreement under
seal as of the day and year first written above.
BORROWER:
Microbiological Associated, Inc.
a Maryland corporation
By: (SEAL)
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Xxxx X. Xxxxxx, Senior Vice President
Microbiological Associates Limited
By: (SEAL)
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Xxxx X. Xxxxxx, Director
Magenta Corporation
By: (SEAL)
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Xxxx X. Xxxxxx, Senior Vice President
Magenta Services Ltd.
By: (SEAL)
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Xxxx X. Xxxxxx, Director
BANK
NATIONSBANK, N.A.
By: (SEAL)
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Xxxxxxxxx X. Xxxxx, Vice President
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