Exhibit 10.115
SILICON VALLEY BANK
AMENDMENT TO LOAN DOCUMENTS
BORROWER: VERSO TECHNOLOGIES, INC.
PROVO PREPAID (DELAWARE) CORP.
XXXXXXXX.XXX SOFTWARE, INC.
XXXXXXX (DELAWARE) CORP.
DATE: JANUARY 27, 2006
THIS AMENDMENT TO LOAN DOCUMENTS 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 December 14, 2001 (as otherwise amended, if at all, 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.)
1. MODIFIED MINIMUM CASH ON HAND FINANCIAL COVENANT. The Minimum Cash On
Hand Financial Covenant set forth in Section 5 of the Schedule to Loan and
Security Agreement is hereby amended and restated in its entirety to read as
follows:
MINIMUM CASH
ON HAND/MINIMUM
EXCESS AVAILABILITY: As of the date Borrower submits each of its
weekly Transaction Reports to Silicon,
Borrower shall maintain a combination of a
minimum of unrestricted cash (and cash
equivalents) in accounts maintained at
Silicon and Minimum Excess Availability
(as defined below) of not less than
$2,000,000.
2. REPRESENTATIONS TRUE. Borrower represents and warrants to Silicon that
all representations and warranties set forth in the Loan Agreement, as amended
hereby, are true and correct.
3. GENERAL PROVISIONS. This Amendment, the Loan Agreement, any prior
written amendments to the Loan Agreement signed by Silicon and Borrower, and the
other written documents and agreements between Silicon and Borrower 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
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SILICON VALLEY BANK AMENDMENT TO LOAN DOCUMENTS
parties with respect to the subject hereof. 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: SILICON:
VERSO TECHNOLOGIES, INC. SILICON VALLEY BANK
BY /s/ Xxxxxx X. Xxxxxxx BY /s/ Xxxxx Xxxxxxxx
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PRESIDENT OR VICE PRESIDENT Title Relationship Manager
BY /s/ Xxxxx Xxxx
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SECRETARY OR ASS'T SECRETARY
BORROWER: BORROWER:
PROVO PREPAID (DELAWARE) XXXXXXXX.XXX SOFTWARE, INC.
CORP. (FKA NACT
TELECOMMUNICATIONS, INC.)
BY /s/ Xxxxxx X. Xxxxxxx BY /s/ Xxxxxx X. Xxxxxxx
--------------------------- -----------------------------
PRESIDENT OR VICE PRESIDENT PRESIDENT OR VICE PRESIDENT
BY /s/ Xxxxx Xxxx BY /s/ Xxxxx Xxxx
--------------------------- -----------------------------
SECRETARY OR ASS'T SECRETARY SECRETARY OR ASS'T SECRETARY
BORROWER:
XXXXXXX (DELAWARE) CORP. (FKA
MCK COMMUNICATIONS, INC.)
BY /s/ Xxxxxx X. Xxxxxxx
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PRESIDENT OR VICE PRESIDENT
BY /s/ Xxxxx Xxxx
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SECRETARY OR ASS'T SECRETARY
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SILICON VALLEY BANK AMENDMENT TO LOAN DOCUMENTS
CONSENT
The undersigned acknowledges that its consent to the foregoing Agreement
is not required, but the undersigned nevertheless does hereby consent to the
foregoing Agreement and to the documents and agreements referred to therein and
to all future modifications and amendments thereto, and any termination thereof,
and to any and all other present and future documents and agreements between or
among the foregoing parties. Nothing herein shall in any way limit any of the
terms or provisions of the Cross-Corporate Continuing Guaranty of the
undersigned, all of which are hereby ratified and affirmed.
CLARENT CANADA LTD.
BY /s/ Xxxxxx X. Xxxxxxx
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TITLE VP
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