EXHIBIT 10.9
EXTENSION AGREEMENT
Borrower: The Ultimate Software Group, Inc.
Address: 0000 Xxxxxxxx Xxxx, Xxxxx 000
Xx. Xxxxxxxxxx, XX 00000
Date: November 24, 1998
THIS EXTENSION AGREEMENT (this "Agreement") is entered into between
GREYROCK CAPITAL, a Division of NationsCredit Commercial Corporation ("GC"),
whose address is 00000 Xxxxxxxx Xxxxxxxxx, Xxxxx 000, Xxx Xxxxxxx, Xxxxxxxxxx
00000, and the Borrower named above ("Borrower").
GC and Borrower agree to amend and supplement the Loan and Security
Agreement between them, dated September 25, 1996, as amended (as amended, the
"Loan Agreement"), as follows. (This Agreement, the Loan Agreement, any prior
written amendments to the Loan Agreement signed by GC and Borrower, and all
other written documents and agreements between GC and Borrower, are referred to
herein collectively as the "Loan Documents." Capitalized terms used but not
defined in this Agreement shall have the meanings set forth in the Loan
Agreement.)
1. Extension. The date "November 30, 1998" in Section 4 of the
Schedule to Loan Agreement, as amended, is hereby deleted and
replaced with the date "November 30, 1999".
2. Fee. In consideration of GC entering into this Agreement,
Borrower shall concurrently pay GC a fee in the amount of
$40,000, which shall be non-refundable and in addition to all
interest and other fees payable to GC under the Loan
Documents. GC is authorized to charge said fee to Borrower's
loan account.
3. Minimum Interest Charge. Section 2 of the Schedule to the Loan
Agreement, as amended, is hereby amended by inserting
immediately following the text "8.000% per annum" and before
the period the following: ", and provided that the interest
charged for each calendar year shall be a minimum of $20,000,
regardless of the amount of the Obligations outstanding, if at
any time during such calendar year Loans are outstanding
hereunder".
4. Representations True. To induce GC to enter into this
Agreement, Borrower hereby confirms and restates, as of the
date hereof, the representations and warranties made by it in
Section 3 of the Loan Agreement. For the purposes of this
Section 3 each reference in Section 3 of the Loan Agreement to
"this Agreement," and the words "hereof," "herein,"
"hereunder," or words of like import in such Section, shall
mean and be a reference to the Loan Agreement as amended by
this Agreement.
Greyrock Capital Extension Agreement
5. General Provisions. GC's execution and delivery of, or
acceptance of, this Agreement and any other documents and
instruments in connection herewith shall not be deemed to
create a course of dealing or otherwise create any express or
implied duty by it to provide any other or further amendments,
consents or waivers in the future. This Agreement, the Loan
Agreement, and the other Loan Documents set forth in full all
of the representations and agreements of the parties with
respect to the subject matter hereof and supersede all prior
discussions, representations, agreements and understandings
between the parties with respect to the subject hereof. Except
as herein expressly amended and supplemented, all of the terms
and provisions of the Loan Agreement and the other Loan
Documents shall continue in full force and effect and the same
are hereby ratified and confirmed. This Agreement forms part
of the Loan Agreement and the terms of the Loan Agreement are
incorporated herein by reference. This Agreement expressly
supersedes that certain Notice of Termination dated September
30, 1998, from GC to Borrower, and such notice is hereby
rescinded by GC.
Borrower: GC:
THE ULTIMATE SOFTWARE GROUP, GREYROCK CAPITAL,
INC. a Division of NationsCredit
Commercial Corporation
By: /S/ XXXXXXXX XXXXXXXX By: /s/ XXXX XXXXXX
-------------------------------- ---------------------------------
Chief Financial Officer Title: Senior Vice President
By: /S/ XXXXX X. ALU
--------------------------------
Chief Operating Officer
"Loans" do not include any fees due pursuant to #2 above or any fees incurred in
connection with the execution of the "Extension Agreement."
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