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EXHIBIT 10.1
[SILICON VALLEY BANK LETTERHEAD]
AMENDMENT TO LOAN AGREEMENT
DATE: July 9, 1999
BORROWER: VitalCom Inc.
1. This amendment to Loan Agreement is entered into between Silicon Valley
Bank ("Silicon") and the Borrower named above ("Borrower"). The Parties
agree to amend the Loan and Security Agreement between them, dated February
26, 1993, as amended from time to time (the "Loan Agreement"), as follows,
effective as of the date hereof. (Capitalized terms used but not defined in
this Amendment shall have the meanings set forth in the Loan Agreement).
2. Section 4.6, Negative Covenants-Exceptions, is hereby amended to read as
follows:
Without Silicon's prior written consent, Borrower may do the following,
provided that, after giving effect thereto, no Event of Default has
occurred and no event has occurred which, with notice or passage of time or
both, would constitute an Event of Default, and provided that the following
are done in compliance with all applicable laws, rules and regulations: (i)
repurchase shares of Borrower's stock, provided that the total amount paid
by Borrower for such stock does not exceed $2,000,000 in any fiscal year.
Except as herein expressly amended, all of the terms and provisions of the Loan
Agreement, and all other documents and agreements between Silicon and Borrower
shall continue in full force and effect and the same are hereby ratified and
confirmed.
BORROWER:
VITALCOM INC.
By: /s/
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Title: Chief Financial Officer
SILICON:
SILICON VALLEY BANK
By: /s/
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Title: Vice President