June 29, 2011
Exhibit 4.1
June 29, 2011
Wegener Communications, Inc.
00000 Xxxxxxxxxx Xxxxxx
Xxxxx Xxxxx, Xxxxxxx 00000
Re: Seventeenth Amendment
Gentlemen:
Xxxxxxx Communications, Inc., a Georgia corporation (“Borrower”), and The Xxxxx X. Xxxxxxx Trust Dated December 15, 1999 (“Trust”), as assignee of the Bank of America, N.A., successor interest by merger to LaSalle Bank National Association, respecting a $4,250,000 Loan and Security Agreement (“Security Agreement”), which Security Agreement has been previously amended sixteen times, wish to further amend the Security Agreement as provided herein (the “Seventeenth Amendment”).
NOW, THEREFORE, in consideration of the foregoing recitals, the mutual covenants and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Borrower and the Trust hereby agree as follows:
Provision A. 7 of the Twelfth Amendment is deleted in its entirety and the following is substituted in its place:
7. Solvency Representation. Paragraph 10(p) of the Security Agreement shall be deleted in its entirety.
Except as expressly amended hereby, the Security Agreement, as amended, is ratified and confirmed by the parties hereto and remains in full force and effect in accordance with the terms thereof. In the event there is any conflict between the provisions of this Seventeenth Amendment and those in the Security Agreement generally, the provisions of this Seventeenth Amendment shall control in all respects.
[SIGNATURE PAGE FOLLOWS]
THE XXXXX X. XXXXXXX TRUST DATED DECEMBER 15, 1999
By: /s/ Xxxxx X. Xxxxxxx
Name: Xxxxx X. Xxxxxxx
Title: Trustee
Accepted and agreed to this
29th day of June, 2011
XXXXXXX COMMUNICATIONS, INC.
By: /s/ C. Xxxx Xxxxxxxx, Xx.
Name: C. Xxxx Xxxxxxxx, Xx.
Title: President and CEO
Accepted and agreed to this
29th day of June, 2011
By: /s/ Xxxxx Xxxxxxxx
Name: Xxxxx Xxxxxxxx
Title: Treasurer and CFO
Accepted and agreed to this
29th day of June, 2011
Consented and agreed to by the following
guarantor of the obligations of Xxxxxxx Communications, Inc.
to The Xxxxx X. Xxxxxxx Trust Dated December 15, 1999.
WEGENER CORPORATION
By: /s/ C. Xxxx Xxxxxxxx, Xx.
Name: C. Xxxx Xxxxxxxx, Xx.
Title: President and CEO
Date: June 29, 2011