AMENDMENT NO. 1 TO SUPPLEMENT TO LOAN AND SECURITY AGREEMENT
Exhibit 10.16
This Amendment No. 1 (the “Amendment”) to Supplement to Loan and Security Agreement, dated
June 14, 2006 (the “Supplement”), entered into by and among Oculus Innovative Sciences, Inc.
(“OIS”), Oculus Technologies of Mexico, S.A. de C.V., and Oculus Innovative Sciences Netherlands
B.V., on the one hand (together, “Borrowers”), and Venture Lending & Leasing IV, Inc. (“Lender”),
and together with Creditor and Debtors, the “Parties”) is made and entered into as of March 29,
2007, by and among the Parties.
RECITALS
A. The Parties previously entered into the Supplement.
B. On January 23, 2007, the Parties previously agreed to modify certain terms of the
Supplement and now wish to formally memorialize such modification, as set forth in this
Amendment.
C. Concurrently herewith, Borrowers and VLL IV are entering into an amendment to that certain
Subordination Agreement entered into effective as of November 7, 2006 by and among OIS, X. X.
Xxxxxxxxxx (the “Creditor”), Lender, and Venture Lending & Leasing III, LLC, as successor in
interest to Venture Lending & Leasing III, Inc.
D. Concurrently herewith, OIS and Creditor are entering into an amendment to that certain
Non-Negotiable Promissory Note made by OIS to Borrower dated November 7, 2006.
NOW, THEREFORE, in consideration of the mutual covenants, agreements and representations
contained in this Amendment, the Loan and Security Agreement and the Supplement thereto, the
Parties agree as follows:
1. Definitions. Except as may be expressly provided in this Amendment, all capitalized
terms used in this Amendment which are defined in the Supplement shall have meanings in this
Amendment as in the Supplement.
2. Addition to Subsection 3(b) of Part II. The following sentence is hereby added to
the end of Subsection 3(b) of Part II of the Supplement to read in its entirety as follows:
WTI agrees to partially release the Lien on Borrower’s Intellectual
Property upon execution of this Amendment. The Parties agree that
notwithstanding the partial release by Lender of the Lien on
Borrower’s Intellectual Property upon the execution of this
Amendment and on one or more occasions during the term of this
Agreement, the security interest in that portion of the Collateral
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consisting of Intellectual Property may be reinstated if at
any time Borrower’s Unrestricted Cash is less than 600% of Average
Expenses, as provided in this Section 3(b). Notwithstanding any
such reinstatement, Lender agrees that, if after such Lien has been
put in place, if Borrower’s Unrestricted Cash position exceeds 600%
of Average Expenses for a period of thirty days and no Event of
Default has occurred and is then continuing, Lender shall partially
release the Lien on Borrower’s Intellectual Property upon written
request by Borrower.
3. Conflict. In the event of any conflict between the provisions of this Amendment
and the unamended provisions of the Supplement, the provisions of this Amendment shall prevail and
the provisions of the Supplement shall be deemed modified by this Amendment as necessary to resolve
such conflict.
4. Effect of Amendment. Except as expressly amended by this Amendment and/or by the
preceding sentence, the terms and provisions of the Supplement shall continue in full force and
effect.
IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment as of the day and
year first above written.
| BORROWER: | LENDOR: | |||||
| Oculus Innovative Sciences, Inc. | Venture Lending & Leasing IV, Inc. | |||||
By:
|
/s/ Xxx Xxxxxx | By: | /s/ Xxxxxxx Xxxxxxxx | |||
Name:
|
Xxx Xxxxxx | Name: | Xxxxxxx Xxxxxxxx | |||
Title:
|
VP & General Counsel | Title: | Vice President | |||
| BORROWER: | BORROWER: | |||||
| Oculus Technologies of Mexico, S.A. de C.V. | Oculus Innovative Sciences Netherlands B.V. | |||||
By:
|
/s/ Xxxxxxxx Xxxxxxx | By: | /s/ X. Xxxxx | |||
Name:
|
Xxxxxxxx Xxxxxxx | Name: | X. Xxxxx | |||
Title:
|
Director of Finance and Admin. | Title: | President | |||
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