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Exhibit 10.15
THIRD AMENDMENT TO CREDIT AGREEMENT
THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered
into as of August 20, 1998 by and between INVIVO CORPORATION, a Delaware
corporation (Borrower"), and XXXXX FARGO BANK, NATIONAL ASSOCIATION ("bank).
RECITALS
WHEREAS, Borrower is currently indebted to Bank pursuant to the terms
and conditions of that certain Credit Agreement between Borrower and Bank dated
as of December 1, 1996, as amended from time to time ("Credit Agreement").
WHEREAS, Bank and Borrower have agreed to certain changes in the terms
and conditions set forth in the Credit Agreement and have agreed to amend the
Credit Agreement to reflect said changes.
NOW, THEREFORE, for valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties hereto agree that the Credit
Agreement shall be amended as follows:
1. Section 5.2 is hereby deleted in its entirety, and the following
substituted therefore:
"SECTION 5.2 OTHER INDEBTEDNESS. Create, incur, assume or
permit to exist any indebtedness or liabilities resulting from borrowings, loans
or advances, whether secured or unsecured, matured or unmatured, liquidated or
unliquidated, joint or several, except (a) the liabilities of Borrower to Bank,
(b) any other liabilities of Borrower existing as of, and disclosed to Bank
prior to, the date thereof except debt from First Union Bank for the purpose of
financing the expansion of that certain manufacturing facility owned by Invivo
Research, Inc.(an Invivo Corporation Subsidiary) located in Orlando, Florida,
and (c) make any additional investment in fixed assets in any fiscal year in
excess of an aggregate of $325,000.00."
2. Except as specifically provided herein, all terms and conditions of
the Credit Agreement remain in full force and effect, without waiver or
modification. All terms defined in the Credit Agreement shall have the same
meaning when used in this Amendment. This Amendment and the Credit Agreement
shall be read together, as one document.
3. Borrower hereby remakes all representations and warranties contained
in the Credit Agreement and reaffirms all covenants set forth therein. Borrower
further certifies that as of the date of this Amendment there exists no Event of
Default as defined in the Credit Agreement, nor any condition, act or event
which with the giving of notice or the passage of time or both would constitute
any such Event of Default.
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In WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed as of the day and year first written above.
XXXXX FARGO BANK,
INVIVO CORPORATION NATIONAL ASSOCIATION
By: _____________________________ By:_______________________
Xxxxx X. Xxxxxxx Xxxx Xxxxxxx
President Vice President
By: _____________________________
Xxxx X. Xxxxx
Vice President, Finance
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