EXHIBIT 10.3
AMENDMENT TO LOAN AGREEMENT AND SECURITY AGREEMENT
This Amendment to Loan Agreement and Security Agreement ("Amendment")
made this 25th day of June, 1999 by and between Unigene Laboratories, Inc., a
Delaware corporation authorized to do business in the State of New Jersey (the
"Borrower") with offices at 000 Xxxxxx Xxxxx Xxxx, Xxxxxxxxx, Xxx Xxxxxx and Xxx
Xxxx, Xxxxxx X. Xxxx and Xxxxxx X. Xxxx, all with offices located at 000 Xxxxxx
Xxxxx Xxxx, Xxxxxxxxx, Xxx Xxxxxx, individually (jointly the "Lender").
WHEREAS, the parties have previously entered into a Loan Agreement and
a Security Agreement both dated March 2, 1995 pursuant to which Lender loaned to
Borrower certain sums not to exceed at any time the amount of $500,000 and
Borrower granted to Lender a security interest in certain collateral located in
premises known as 000 Xxxxxx Xxxxx Xxxx, Xxxxxxxxx, Xxx Xxxxxx owned by the
Borrower as particularly described therein, which Loan Agreement and Security
Agreement have been amended by the Borrower and the Lender by Amendment to Loan
Agreement and Security Agreement dated March 20, 1995 to grant to Lender a
security interest in certain collateral located in premises known as 00 Xxxxxx
Xxxxxx, Xxxxxxx, XX (which collateral is referred to collectively, as the
"Collateral") and
WHEREAS, pursuant to an Amendment to Loan Agreement and Security
Agreement, dated June 29, 1995, the Loan Agreement and the Security Agreement
were further amended (i) to provide for additional loans to the Lender from the
Borrower in the aggregate amount of $700,000, to allow for total outstanding
borrowings under the Loan Agreement of up to $1.2 million and (ii) to secure the
obligations of the Borrower under the new loans by granting the Lender a
security interest in the Collateral; and
WHEREAS, under the Loan Agreement, the Lender has made Loans which
have, in part, been repaid by the Borrower, which amounts have been re-lent by
the Lender to the Borrower; and
WHEREAS, the Borrowers and the Lender wish to provide for outstanding
borrowings by the Borrower under the Loan Agreement of up to $1.5 million, which
borrowings shall be entitled to the benefit of the security provided for by the
Security Agreement.
NOW, THEREFORE, in consideration of the mutual convenants herein
contained and other good and valuable consideration, receipt of which is hereby
acknowledged, the parties agree as follows.
1. ADVANCES
Is hereby amended to provide for additional loans by the Lender to the
Borrower of up to $300,000 ("New Loan"), with the result that the term "Loan,"
as set forth in the Loan Agreement and Security Agreement shall mean aggregate
outstanding borrowings of up to $1.5 million, which may include amounts re-lent
by the Lender following the repayment of such amounts by the Borrower.
a. The New Loan shall be and is hereby made subject to
the terms and conditions of the Loan Agreement.
b. Advances of the New Loan made to the Borrower shall
be delivered to the Borrower by check payable to the
Borrower or wire transfer of funds for credit to any
general deposit account maintained by the Borrower,
as the Borrower may reasonably direct.
c. The New Loan shall be evidenced by a Promissory Note,
dated the date hereof, in the principal amount of
$300,00 (the "Promissory Note") to be given pursuant
hereunder.
2. COLLATERAL
To secure payment and performance of the obligations of the Borrower to
the Lender under this Loan Agreement, as amended, and the Promissory Note, the
Borrower hereby amends the Security Agreement and grants to the Lender a
security interest in the Collateral. The Security Agreement shall remain in full
force and effect until all obligations of the Borrower to the Lender are fully
paid and satisfied.
3. DOCUMENTATION
Upon the execution hereof Borrower shall execute and deliver to Lender
the following documents; (i) the Promissory Note; (ii) appropriate financing
statements; and (iii) an Affidavit of Title as to the Collateral. In addition to
the foregoing, upon the execution hereof Borrower shall deliver to the Lender
(iv) a certified copy of the resolution of the Board of Directors of the
Borrower authorizing execution, delivery and performance of this Agreement and
the Promissory Note.
4. ADDITIONAL ADVANCES
Lender's obligation to make additional advances hereunder in respect of
the New Loan shall be conditioned upon and is subject to the satisfaction of the
following conditions precedent:
1. Borrower shall have complied with and shall then be in
compliance with the terms, covenants and conditions of this
Agreement and all of the loan documents pursuant hereto.
2. There shall exist no default or event of default.
3. The representations and warranties contained in any document
given pursuant aid this Agreement, including the Affidavit of
Title, shall be true and with the same effect as if those
representations and warranties had been made at the time of
making of each advance.
5. MISCELLANEOUS
All representations, covenants and warranties contained in the Loan
Agreement, except as otherwise herein provided, are reaffirmed as of the
execution of this Agreement and shall be binding upon the Borrower.
Except as otherwise provided, all terms and conditions of this Loan
Agreement shall remain in full force and effect, shall be binding upon the
Borrower and be applicable to the New Loan.
IN WITNESS WHEREOF the parties have executed the within Loan Agreement
the day and year first above written.
Attest: Borrower:
Unigene Laboratories, Inc.
_____________________ By_______________________
Xxxxxx X. Xxxx, Secretary Xxxxxx X. Xxxx, President
(Seal)
Witness: Lender:
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Xxx Xxxx
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Xxxxxx X. Xxxx
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Xxxxxx X. Xxxx
