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Greyrock Business Credit
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EXHIBIT 99.6
STANDBY AGREEMENT
April 1, 1997
Quarterdeck Corporation
00000 Xxxxxxxx Xxx
Xxxxxx xxx Xxx, XX 00000
Gentlemen:
Reference is made to the Loan and Security between us dated
April 1, 1997 (the ``Loan Agreement''). (This Agreement, the Loan Agreement,
and all other written documents and agreements between us are referred to
herein collectively as the ``Loan Documents''. Capitalized terms used but not
defined in this agreement, shall have the meanings set forth in the Loan
Agreement.)
You have requested that certain of the provisions of the Loan
Agreement not apply while there are no outstanding Loans under the Loan
Agreement.
Accordingly, this will confirm our agreement that, during the
time no Loans are outstanding under the Loan Agreement (the ``Standby
Period''), you will not be required to provide us with daily reporting of
transactions and daily schedules and assignments of Receivables and schedules
of collections (as called for by Section 4.3 of the Loan Agreement), and you
will not be required to deliver to us the proceeds of Receivables and other
Collateral (as called for by Sections 4.4 and 5.4 of the Loan Agreement).
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Greyrock Business Credit
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You may, at your option, terminate the Standby Period, so that
you can thereafter request Loans under the Loan Agreement, by giving us written
notice at least two weeks before the Standby Period is to terminate, together
with such information relating to the Receivables and other Collateral we shall
specify.
Upon termination of the Standby Period, you will, then and
thereafter, provide us with the daily reporting of transactions and daily
schedules and assignments of Receivables and schedules of collections, as
called for by Section 4.3 of the Loan Agreement, and deliver all proceeds of
Receivables and other Collateral to us, as called for by Sections 4.4 and 5.4
of the Loan Agreement.
You may reinstitute the Standby Period during any time that no
Loans are outstanding under the Loan Agreement, by written notice to us.
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Please confirm your agreement to the foregoing by signing the
enclosed copy of this Standby Agreement and returning it to us.
Sincerely yours,
GREYROCK BUSINESS CREDIT,
a Division of NationsCredit
Commercial Corporation
By ________________________
Title: ____________________
Accepted and agreed:
QUARTERDECK CORPORATION
By ________________________
President or Vice President
