CHANGE IN TERMS AGREEMENT
Exhibit 10.39
| Principal | Loan Date | Maturity | Loan No. | Call / Coll | Officer | |||||||||
| $22,000,000.00 | 12-14-2005 | 09-05-2006 | 202359 | 510 / 055 | Account | PLL | Initials | |||||||
| References in the shaded area are for Lender’s use only and do not limit the applicability of this document to any particular loan or item. |
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| Any item above containing ***** has been omitted due to text length limitations |
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Borrower:
|
Syntax Corporation | Lender: | Preferred Bank | |||
| Syntax Groups Corporation | Diamond Bar | |||||
| 00000 X. Xxxxxxxx Xxxxxxx | 0000 X. Xxxxxxx Xxx Xxxx. | |||||
| Xxxx xx Xxxxxxxx, XX 00000 | Xxxxxxx Xxx, XX 00000 | |||||
Principal Amount: $22,000,000.00
|
Initial Rate: 7.750% | Date of Agreement: December 14, 2005 |
DESCRIPTION OF EXISTING INDEBTEDNESS. A line of credit facility as evidenced by a Promissory Note
and by a Business Loan and Security Agreement dated as of September 28, 2005 in the original
Principal Amount of $20,000,000.00 executed by Borrower in favor of Lender.
DESCRIPTION OF CHANGE IN TERMS. The total commitment of this facility is hereby TEMPORARILY
Increased from $20,000,000.00 to $22,000,000.00. The $2,000,000.00 increase is for the sublimit
for Trust Receipts ONLY thereby temporarily increasing the sublimit of $5,000,000.00 for trust
receipts, as set forth in Sections 2.1(f), to $7,000,000.00, but subject to all other terms and
conditions of the Business Loan and Secuirty Agreement. On February 27, 2006, the line will revert
to it’s original amount of $20,000,000.00 and the trust receipts sublimit will revert back to a
maximum of $5,000,000.00. All other terms and conditions shall remain the same.
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 Lender’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 Agreement
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.
BUSINESS LOAN AND SECURITY AGREEMENT. Reference is hereby made to that certain Business Loan and
Security Agreement dated as of September 28, 2005 for additional terms and conditions. All
references in the Business Loan and Security Agreement to “Obligations” shall include the
obligations evidenced by this Agreement.
SUPPORTING DOCUMENTS. This loan is supported by five Commercial Guarantys.
PRIOR TO SIGNING THIS AGREEMENT, EACH BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS
AGREEMENT, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. EACH BORROWER AGREES TO THE TERMS OF
THE AGREEMENT.
CHANGE IN TERMS SIGNERS:
SYNTAX CORPORATION
By:
|
Xxxxx Xxxxx Xxx Xx | By: | Xxxxxx Man Kit Chow | |||||||
| Xxxxx Xxxxx Xxx Xx, President of | Xxxxxx Man Kit Chow, Secretary | |||||||||
| Syntax Corporation | of Syntax Corporation |
SYNTAX GROUPS CORPORATION
By:
|
Xxxxx Xxxxx Xxx Xx | By: | Xxxxxx Man Kit Chow | |||||||
| Xxxxx Xxxxx Xxx Xx, President of | Xxxxxx Man Kit Chow, Secretary | |||||||||
| Syntax Corporation | of Syntax Corporation |
