First National Bank*
CHANGE IN TERMS AGREEMENT
Borrower: Advanced Remote Communications Solutions, Inc.
a California corporation fka Boatracs, Inc.,
California corporation
Enerdyne Technologies, Inc., a California
corporation
00000 Xxxxxxxx Xxxxxx Xxxx, #000
Xxx Xxxxx, XX 00000
Lender:
First National Bank
000 Xxxx X Xxxxxx
X.X. Xxx x0000
Xxx Xxxxx, XX 00000
Principal Amount: $1,750,000.00 Initial Rate: 8.750% Date of Agreement:
February 28, 2000
DESCRIPTION OF EXISTING INDEBTEDNESS. The Promissory Note dated December 29,
1998 in the original amount of $750,000.00, originally maturing December 29,
2000 as modified by a Change In Terms
Agreement dated February 4, 2000.
DESCRIPTION OF COLLATERAL. Commercial Security Agreement dated December 29,
1998, granting Lender a security interest in all business assets, patents and
trademarks granted by Enerdyne Technologies, Inc. as perfected by UCC-1
Financing Statement filed on January 7, 1999 with the California Secretary of
Sate as file no. 9901160899 and a LICC-1 Financing Statement filed on January
12, 1999 with the Mississippi Secretary of State as file no. 01284984.
Commercial Security Agreement dated December 29, 1998, granting Lender a
security interest in all business assets and stock granted by Boatracs, Inc. as
perfected by LICC-1 Financing Statement filed on January 7, 1999 with the
California Secretary of State as file no. 9901160891 and a UCC-1 Financing
Statement filed on January 12, 1999 with the Mississippi Secretary of State as
file no. 01284982.
Commercial Security Agreement dated December 29, 1998 granting a security
interest in all business assets granted by Boatracs (Europe) B.V. and Oceantrac
Incorporated as perfected by LICC-1 Financing Statement filed on January 28,
1999 with the California Secretary of State as file no. 9902960298 and a UCC-1
Financing Statement filed on January 19, 1999 with the Mississippi Secretary of
State as file no. 01286380.
Commercial Security Agreement dated February 4, 2000 granting a security
Interest in all business assets and stock granted by Innovative Communications
Technologies, Inc. as perfected by UCC-1 Financing Statement to be filed
concurrently with the execution of this agreement.
DESCRIPTION OF CHANGE IN TERMS. 1) Increase line of credit amount from
$750,000.00 to 1,750,000.00.
2) Extension of maturity date to December 29, 2001
3) Borrower shall cause Innovative Communications Technologies, Inc. to
deliver to Lender a fully executed Landlord's Consent for the lease at 0000
Xxxxxxx Xxxx, Xxxxxxxxxxxx, Xxxxxxxx
4) Debt to EBITDA ratio increased from 3.0 to 3.50
5) Amend and restate Borrowing Bass as follows: The words "Borrowing Base"
shall mean as determined by Lender from time to time, the lesser of (a)
$1,750,000.00; or (b) the sum of (i) up to 80% of Eligible Accounts, plus (it)
the lesser of (1) $300,000.00 or (2) up to 50% of the aggregate amount of
Eligible Inventory less related trade accounts payable. In determining the
amount of the Borrowing Bass, all Eligible Accounts and Eligible Inventory of
all Borrowers shall be included.
CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms
of the original obligation or obligations, including all agreements evidenced
or securing the obligation(s), remain unchanged and in full force and effect.
Consent by Lender to this Agreement does not waive Lencler's right to strict
performance of the obligation(s) as changed, nor obligate Lender to make any
future change in terms. Nothing in this Agreement will constitute a
satisfaction of the obligation(s). It is the intention of Lender to retain as
liable parties all makers and endorsers of the original obligation(s),
including accommodation parties, unless a party is expressly released by Lender
in writing. Any maker or endorser, including accommodation makers, will not be
released by virtue of this Agreement. If any person who signed the original
obligation does not sign this Agreemprit below, then all persons signing below
acknowledge that this Agreement is given conditionally, based on the
representation to Lender that the non-signing party consents to the changes and
provisions of this Agreement or otherwise will not be released by it. This
waiver applies not only to any initial extension, Modification or release, but
also to all such subsequent actions.
CHANGE IN TERMS AGREEMENT
(Continued)
Page 2
BORROWER:
ADVANCED REMOTE COMMUNICATIONS SOLUTIONS, INC. A CALIFORNIA CORPORATION
FKA BOATRACS, INC., A
CALIFORNIA
CORPORATION
By:/S/ XXXXXXX XXXXXXXXX
XxxxxxX Xxxxxxxxx, Chairman of the Board/CEO of
Advanced Remote Communication Solutions, Inc.
a California corporation fka Boatracs, Inc., a
California corporation
ENERDYNE TECHNOLOGIES INC., A CALIFORNIA CORPORATION
By:/s/ Xxxxxxx Xxxxxxxxx
Xxxxxxx Xxxxxxxxx, Chairman of the Board/CEO of
Enerdyne Technologies, Inc., a California
corporation
Xxx Xxxxxxx
/s/ Xxx Xxxxxxx
