Exhibit 10.16
MODFICATION TO CREDIT AGREEMENT
(SBA Loan No. EXP 493-154-4000)
This AGREEMENT, made as of January 1, 2003, by and among COMMUNITY CAPITAL BANK,
a New York Banking Corporation having an office at 000 Xxxxxxxxxx Xxxxxx,
Xxxxxxxx, Xxx Xxxx 00000 (herein called the "Bank"), M.T. Marketing INT. Corp
d/b/a "MT Ultimate Healthcare Referral Services", a Nevada Corporation Having
its chief executive office at 00 Xxxxxxx Xxxxxx , Xxxxxxxx, Xxx Xxxx 00000
(herein called the "Borrower"), and XXXXXXXX X. XXXXXX and XXXXXXXXXX XXXXXX,
each an individual residing at 00 Xxxxxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx 00000 and a
director, an officer and a shareholder of the Borrower (herein individually
called a "Guarantor" and collectively called the "Guarantors").
WHEREAS:
I. The Borrower, the Guarantors and the Bank have entered into a Credit
Agreement, dated as of December 12, 2001 (herein called the "Credit
Agreement"), pursuant to which the Bank established an SBA-guaranteed
Revolving Line of credit for use by the Borrower and conditionally
committed, for a period ending December 1, 2002 to make Credit Loans
to the Borrower in a principal amount not to exceed, in the aggregate,
at any one time outstanding, the sum of One hundred Fifty Thousand and
no/100 ($150,000.00) Dollars.
II. The Borrower has required that the Bank (a) extend its Credit
Commitment and the Termination Date (as such terms are defined in the
Credit Agreement) to December 1, 2004 and (b) extend the Maturity Date
(as such term is defined in the Credit Agreement) to January 1, 2005.
III. The Bank is willing to grant to the Borrower such extensions of the
Termination Date and the Maturity Date upon the terms and conditions
hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, the parties hereto agree as follows:
1. Defined Terms. Terms for which meanings are provided in the
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Credit Agreement, unless otherwise defined herein, are used
herein with such meanings.
2. Modification of Credit Agreement. The Credit Agreement is hereby
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modified as below provided and, except as so modified, shall
remain in full force and effect. In the event of any
inconsistency between the terms, covenants and provisions of the
Credit Agreement and of this Modification to Credit Agreement
(herein called the "Modification Agreement"), the term,
covenants, conditions and provisions of this Modification
Agreement shall be controlling.
a. Paragraph 1 of the credit Agreement is hereby deleted and
the following provisions substituted therefore:
i. Credit Commitment.
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Subject to the terms and conditions of this Agreement, the Bank
agrees (herein called its "Credit Commitment") that it hereof
(herein called the "Closing Date") and continuing to the earlier
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of December 1, 2004 or the date on which there shall occur An
Event of Default under this Agreement (herein called the
"Termination Date"), make loans (herein called "Credit loans") to
the Borrower, from time to time, when requested by the Borrower;
provided, however, that the Bank shall not be required to make
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any Credit Loan if, after giving effect thereto, the aggregate
outstanding principal amount of all Credit Loans would exceed the
Bank's Credit Commitment. Subject to the terms hereof, the
Borrower may from time to time borrow, repay and re-borrow
amounts pursuant to the "Credit Commitment."
b. Paragraph 4(a) and (b) of the Credit Agreement is hereby
deleted and the following provisions substituted therefore:
4. Repayment; Interest; Default Rate; Late Charges; Clean-Up.
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a. The Borrower shall pay interest on the principal amount of the
Note from time to time advanced and outstanding, computed from
the date of each Credit loan, at the floating rate equal to one
(1.0%) percent per annum above the Prime rate (as defined in
subparagraph (C) below), as follows: interest only shall be due
and payable on February 1, 2002 and continuing on the 1st day of
each calendar month thereafter to and including termination Date.
Said rate shall initially be determined AND BE EFFECTIVE ON THE
Closing Date, and then adjusted upon any change in the Prime
Rate, each such change being effective on the first day of the
calendar month following the month in which the change in the
Prime Rate occurred, but in no event in excess of the maximum
interest rate permitted to be charged the Borrower under
applicable law.
b. The principal sum of One Hundred Fifty Thousand and No/100
($150,000.00) Dollars or so much thereof as may be advanced and
outstanding pursuant to the terms hereof shall be payable on
January 1, 2005 (herein called the "Maturity Date")."
3. Representations and Warranties. The Borrower hereby represents and
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warrants that:
a. the representations and warranties set forth in Paragraph 10 of
the Credit Agreement were true and correct as of the date on
which made, on the closing Date, on the date of each Credit loan,
and on the data of the execution by the Borrower and the
Guarantors of this Modification Agreement and no event of Default
has occurred and is continuing;
b. no litigation, arbitration of governmental proceeding or
investigation against the Borrower of any Guarantor or Affecting
the business or operations of the Borrower is pending or, to the
knowledge of the Borrower or any Guarantor, threatened which was
not disclosed to the bank pursuant to the Credit Agreement prior
to the most recent Credit loans, and no development not so
disclosed shall have occurred in any litigation, arbitration or
governmental investigation or proceeding so disclosed, which in
either event, if adversely determined, might, have a materially
adversely effect upon the financial condition, operations or
prospects of the Borrower or any Guarantors to perform their
respective obligations under the Credit Agreement or any
instrument executed pursuant thereto by the borrower or any
Guarantor;
c. the most recent financial statements furnished to the bank fairly
present the financial condition of the Borrower as at such date
and the results of the operations of the Borrower for the period
then ended, and since said date, there has been no material
adverse change in such conditions or operations; and
d. the amount of principal indebt ness advance and outstanding under
the Credit Agreement on the date of the execution of this
Modification Agreement by the Borrower and the Guarantors is
$144,528.29 and neither the Borrower nor any Guarantor has any
counterclaims defenses or offsets to said indebtedness;
4. Conditions Precedent. The obligations of the Bank here under shall be
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subject to the performance by the borrower of all its agreements
heretofore to be performed and to the following further conditions:
a. The bank shall have received an original of this Modification
Agreement, duly executed by the Borrower and the Guarantors not
later than June 30, 2003
b. The Borrower shall have executed and delivered to the bank its
Amended and Restated Note on SBA form 147, made as of January 1,
2003, in the maximum principal amount of $150,000.00;
c. Lender must pay a guarantee fee in the amount of $937.50 to the
united States Small Business Administration in connection with
this modification Agreement and Borrower shall have reimbursed
lender said guarantee fee; and
d. The legal fee of the Bank's counsel, Xxxxxxxx X. Xxxxx, Esq., in
connection with the preparation of this Modification Agreement
shall have been paid by the Borrower.
IN WITNESS WHEREOF, the parties hereto have executed this Modification to
Credit Agreement.
Borrower: M.T. Marketing INT. Corp.
By: /s/ Xxxxxxxxx X. Xxxxxx
Xxxxxxxxx X. Xxxxxx
President
November 7, 2003
