LOAN MODIFICATION AGREEMENT
This Loan Modification Agreement is entered into as of March 27, 1998, by
and between Phoenix Technologies, Ltd. ("Borrower") whose address is 000 X.
Xxxxxxxx Xxxxx, Xxx Xxxx, XX 00000, and Silicon Valley Bank ("Bank") whose
address is 0000 Xxxxxx Xxxxx, Xxxxx Xxxxx, XX 00000.
1. DESCRIPTION OF EXISTING INDEBTEDNESS: Among other indebtedness which may
be owing by Borrower to Bank, Borrower is indebted to Bank pursuant to, among
other documents, a Loan Agreement, dated February 29, 1996 (the "Loan
Agreement"), as may be amended from time to time. The Loan Agreement provided
for, among other things, a Committed Line in the original principal amount of
Ten Million and 00/100 Dollars ($10,000,000.00). Defined terms used but not
otherwise defined herein shall have the same meanings as in the Loan Agreement.
Hereinafter, all indebtedness owing by Borrower to Bank shall be referred to as
the "Indebtedness".
2. DESCRIPTION OF CHANGE IN TERMS.
A. MODIFICATION(S) TO LOAN AGREEMENT.
1. The defined term "Maturity Date" is hereby amended to mean March
26, 1999.
2. Section 5.8 entitled "Debt-Net Worth Ratio" is hereby deleted in
its entirety.
3. Section 5.9 entitled "Tangible Net Worth" is hereby amended in
its entirety to read as follows:
Borrower shall maintain, as of the last day of each fiscal
quarter, a Tangible Net Worth of not less than Eighty Million and
00/100 Dollars ($80,000,000.00).
4. Section 5.10 entitled "Profitability" is hereby deleted in its
entirety.
3. CONSISTENT CHANGES. The Existing Loan Documents are hereby amended
wherever necessary to reflect the changes described above.
4. NO DEFENSES OF BORROWER. Borrower (and each guarantor and pledgor signing
below) agrees that it has no defenses against the obligations to pay any amounts
under the Indebtedness.
5. CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing
below) understands and agrees that in modifying the existing Indebtedness, Bank
is relying upon Borrower's representations, warranties, and agreements, as set
forth in the Existing Loan Documents. Except as expressly modified pursuant to
this Loan Modification Agreement, the terms of the Existing Loan Documents
remain unchanged and in full force and effect. Bank's agreement to
modifications to the existing Indebtedness pursuant to this Loan Modification
Agreement in no way shall obligate Bank to make any future modifications to the
Indebtedness. Nothing in this Loan Modification Agreement shall constitute a
satisfaction of the Indebtedness. It is the intention of Bank and Borrower to
retain as liable parties all makers and endorsers of Existing Loan Documents,
unless the party is expressly released by Bank in writing. No maker, endorser,
or guarantor will be released by virtue of this Loan Modification Agreement.
The terms of this paragraph apply not only to this Loan Modification Agreement,
but also to all subsequent loan modification agreements.
This Loan Modification Agreement is executed as of the date first written
above.
BORROWER: BANK:
PHOENIX TECHNOLOGIES, LTD. SILICON VALLEY BANK
By: /s/ XXXXXX X. XXXXXX By: /s/ XXXXX X. XXXXXXXX
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Name: Xxxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxxxx
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Title: Vice President of Finance, Title: Vice President
and Chief Financial Officer ----------------------
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