AMENDMENT TO REVOLVING CREDIT PROMISSORY NOTE (LIBOR/PRIME) (Avistar Communications Corporation)
EXHIBIT
10.18
AMENDMENT
TO REVOLVING CREDIT PROMISSORY NOTE (LIBOR/PRIME)
(Avistar
Communications Corporation)
Amendment dated as of December 17, 2007
(this “Amendment”) to that
certain Revolving Credit Promissory Note dated as of December 23, 2006, by
Avistar Communications Corporation, a Delaware corporation (the “Borrower”), to the
order of JPMorgan Chase Bank, N.A. (the “Bank”), in the
maximum principal amount of $10,000,000 (the “Note”).
For value received, the parties hereto
hereby agree as follows:
1.
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Section
1 of the Note is hereby amended by adding the following definitions
thereto:
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“”Collateral
Agreement” means the Collateral Agreement dated the date hereof by the Guarantor
in favor of the Bank securing, among other things, the Guarantor’s obligations
to the Bank under the Guaranty, as amended from time to time.
“Guarantor”
means (i) Xxxxxx X. Xxxxxxx and (ii) Xxxxxx X. Xxxxxxx and Xxxxxxxx X.
Xxxxxxx as Trustees for The Xxxxxx X. Xxxxxxx and Xxxxxxxx X. Xxxxxxx Revocable
Trust.
”Guaranty”
means the Guaranty dated the date hereof by the Guarantor in favor of the Bank
guarantying, among other things, the Borrower’s obligations to the Bank under
this Note, as amended from time to time.
“Security
Agreement” shall mean the Security Agreement dated the date hereof by the
Borrower in favor of the Bank securing, among other things, the Borrower’s
obligations to the Bank under this Note, as amended from time to
time.”
2.
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The
definition of “Facility Documents” in Section 1 of the Note is hereby
amended by adding the following to the end
thereof: “(including, without limitation, the Collateral
Agreement, the Guaranty and the Security
Agreement)”.
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3.
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The
address for notices to the Borrower set forth on the notary page of the
Note is hereby deleted and the following is hereby inserted in lieu
thereof:
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Attn: Xxxxxx
Xxxxx
Avistar Communications
Corporation
000 X. Xxxxx Xxxxxx, 00xx
Xxxxx
Xxx Xxxxx, XX 00000
Telecopier: (000)
000-0000
Telephone: (000)
000-0000
4.
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The
Note, as amended by this Amendment, remains in full force and
effect.
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5.
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This
Amendment shall be governed by and construed in accordance with the laws
of the State of New York, without regard to conflicts of laws
principles.
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6.
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This
Amendment may be executed in any number of counterparts and by different
parties hereto in separate counterparts, each of which shall be deemed to
be an original, but all of which taken together shall constitute one in
the same instrument.
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IN
WITNESS WHEREOF, the parties have caused this Amendment to be duly executed and
delivered as of the date first above written.
JPMorgan
Chase Bank, N.A.
By: X.X.
Xxxxxx Trust Company, N.A.
By: /s/
Xxxxx X.
Xxxxxxxx
Xxxxx
X. Xxxxxxxx
Managing
Director
Avistar
Communications Corporation
By: /s/ Xxxxxx X.
Xxxxx
Name: Xxxxxx X. Xxxxx
Title: Chief Financial Officer
By: /s/ Xxxxx
X. Xxxx
Name: Xxxxx X. Xxxx
Title: President
State
of _________
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)
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) ss.:
County
of ________
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)
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On the ____ day of December in the year
2007, before me, the undersigned, personally appeared ______________________,
personally known to me or proved to me on the basis of satisfactory evidence to
be the individual whose name is subscribed to the within instrument and
acknowledged to me that he/she executed the same in his/her capacity, and that
by his/her signature on the instrument, the individual, or the person upon
behalf of which the individual acted, executed the instrument.
____________________________________
Notary Public
State
of _________
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)
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) ss.:
County
of ________
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)
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On the ____ day of December in the year
2007, before me, the undersigned, personally appeared ______________________,
personally known to me or proved to me on the basis of satisfactory evidence to
be the individual whose name is subscribed to the within instrument and
acknowledged to me that he/she executed the same in his/her capacity, and that
by his/her signature on the instrument, the individual, or the person upon
behalf of which the individual acted, executed the instrument.
____________________________________
Notary Public
b