Exhibit 10.7(g)
AMENDMENT NO. 6
TO
SECOND AMENDED AND RESTATED CREDIT AGREEMENT
This Amendment No. 6, dated as of February 28, 1995, is between Concurrent
Computer Corporation (the "Company"), Fleet Bank of Massachusetts, N.A.
("Fleet")
and CIBC Inc. ("CIBC", together with Fleet, the "Lenders").
WHEREAS, the Company has requested that the Lenders agree to amend the
Second
Amended and Restated Credit Agreement dated as of July 21, 1993, as amended by
Amendment No. 1 to Second Amended and Restated Credit Agreement dated as of
September 28, 1993, Amendment No. 2 to Second Amended and Restated Credit
Agreement
dated as of November 10, 1993, Amendment No. 3 to Second Amended and Restated
Credit
Agreement dated as of November 18, 1993, Amendment No. 4 to Second Amended and
Restated Credit Agreement dated as of February 18, 1994 and Amendment No. 5 to
Second Amended and Restated Credit Agreement dated as of August 19, 1994 (the
"Credit Agreement") between the Company, the Lenders and Fleet, as Agent for the
Lenders:
NOW, THEREFORE, in consideration of the foregoing and for other good and
valuable consideration, the Company and, pursuant to Section 12.04 of the Credit
Agreement, the Lenders hereby agree as follows:
1. Terms used herein and not otherwise defined shall have the meanings
assigned to such terms in the Credit Agreement.
2. Section 4.01 of the Credit Agreement is amended by replacing the text
thereof with the following:
"The Company hereby promises to pay directly to Fleet and to CIBC
the remaining outstanding principal balances due under their
respective Term Loans payable in equal installments of $360,119.05
and $327,380.95 respectively on May 31, 1995, June 30, 1995,
July 31, 1995, August 31, 1995 and September 15, 1995, with a final
balloon payment in the amount of all unpaid principal and accrued
interest due and payable on the Maturity Date."
3. Section 9.31 of the Credit Agreement is amended by replacing the text
thereof with the following:
"The Company will not permit Domestic Liquid Assets at the end of
each fiscal month to be less than the amount set forth below
opposite each such month.
Fiscal Month Ending Domestic Liquid Assets
February 28, 1995 $18,400,000
March 31, 1995 $18,400,000
April 30, 1995 $18,400,000
May 31, 1995 $17,700,000
June 30, 1995
and each fiscal month thereafter $17,000,000
For purposes hereof "Domestic Liquid Assets" shall mean the sum
of (a) domestic cash and cash equivalents, (b) Eligible Accounts
Receivable, and (c) domestic inventory."
4. The Company shall pay to the Lenders a restructuring and amendment
fee of
$100,000 ($52,380 to Fleet and $47,620 to CIBC), $50,000 of which shall be due
and
payable immediately, with the balance of such fee due and payable on or
before June
30, 1995.
5. The Company acknowledges and agrees that (a) as of the date hereof,
the
principal amount of the Term Loans equals $15,437,500.09, and (b) such amount
is due
and owing to the Lenders without offset, defense or counterclaim of any kind
or
nature.
6. The Company acknowledges and agrees that (a) the security interest
granted
to the Agent pursuant to the Amended Security Agreement constitutes a
perfected
first priority enforceable security interest in all of the personal
property of the
Company (other than personal property of the Company which is not
included in
"Collateral", as defined in such Agreement) which may be perfected by the
filing of
a UCC Financing Statement, including without limitation, accounts, inventory,
equipment and general intangibles, (b) pursuant to the Mortgage, the Agent has
an
enforceable first mortgage on the real property (and improvements
thereon and fixtures thereat) owned by the Company and located in Tinton Falls
and
Oceanport, New Jersey, (c) pursuant to the Pledge Agreements and the
instruments of
transfer executed in connection therewith, the Agent has a first priority
security
interest in the "Pledged Stock," as defined in each such Agreement, and (d) the
foregoing security interests and mortgage secure any and all of the obligations
of
the Company to the Lenders and/or Agent now existing or hereafter arising,
including
the obligations of the Company under, arising from or related to the Term
Loans and
L/C's.
7. Except as otherwise expressly provided above, (a) all terms and
conditions
of the Credit Agreement shall remain in full force and effect and are hereby
ratified and confirmed, and (b) the execution, delivery and effectiveness of
this
Amendment No. 6 shall not operate as a waiver of any right, power or remedy of
any
Lender or the Agent under any of the Basic Documents, nor constitute a waiver
of any
provision under any of such Documents.
8. The Company represents and warrants that other than with respect to
Section 8.04 of the Credit Agreement, (a) the representations and warranties
set
forth in the Credit Agreement and the Security Documents are true and accurate
as of
the date hereof, and (b) no Specified Event exists.
9. This Amendment No. 6 only shall be effective upon (a) the Company's
payment to Fleet and CIBC in immediately available funds of the first
installment of
the amendment and restructuring fee referenced in Paragraph 4 hereof, and (b)
receipt by the Agent of a legal opinion from the General Counsel of the Company
in
form and substance satisfactory to the Agent and Lenders.
10. This Amendment No. 6 may be executed in any number of counterparts,
all of
which taken together shall constitute one and the same instrument and any of
the
other parties hereto may execute this Amendment No. 6 by signing any such
counterpart. This Amendment No. 6 shall be governed by and construed in
accordance
with the laws of The Commonwealth of Massachusetts.
IN WITNESS WHEREOF, the parties have caused this Amendment No. 6 to be
duly
executed as of the date first above written.
CONCURRENT COMPUTER CORPORATION
By: /S/ Xxxxx X. Xxxxx
Xxxxx X. Xxxxx
FLEET BANK OF MASSACHUSETTS, N.A.
By: /S/ Xxxxxx X. Xxxxxx
Xxxxxx X. Xxxxxx
CIBC INC.
By: /S/ Xxx X. Xxxxxx
Xxx X. Xxxxxx
