Exhibit 4.3(g)
LANVISION SYSTEMS, INC.
SIXTH AMENDMENT TO THE LOAN AND SECURITY AGREEMENT BETWEEN THE HILLSTREET FUND
L.P. AND LANVISION SYSTEMS, INC.
SIXTH AMENDMENT TO LOAN AGREEMENT
THIS SIXTH AMENDMENT TO LOAN AGREEMENT ("Amendment") is executed pursuant
to and made a part of the Loan and Security Agreement dated July 17, 1998, by
and between LANVISION SYSTEMS, INC., a Delaware corporation ("Borrower"), and
THE HILLSTREET FUND, L.P., a Delaware limited partnership ("Lender"), as amended
by letter agreements dated March 18, 1999, April 12, 1999, September 14, 1999
and Amendment Number 1, dated November 25, 1998, an Amendment dated February 11,
2000, Amendment Number 3, dated September 5, 2000, Amendment Number 4, dated
April 2, 2001 and Amendment Number 5, dated March 13, 2002 ( as amended, the
"Loan Agreement").
WHEREAS, Borrower and Lender wish to further amend the Loan Agreement in
accordance with the terms and provisions hereof.
NOW, THEREFORE, the parties agree as follows:
1. Amendments to Loan Agreement. The following amendments shall be made
to the terms of the Loan Agreement:
(a) Minimum Revenues and EBIT. Section 6.4 of the Loan Agreement shall
be amended in its entirety to read as follows:
"Section 6.4 Minimum Revenues and EBIT.
(a) Minimum Revenues. On each of the Computation Dates set forth
below, the Borrower shall not permit the total cumulative
revenues (calculated for the period of time beginning on
February 1, 2003 and February 1, 2004 through such Computation
Date) to be less than the minimum amount set forth below:
MINIMUM
COMPUTATION DATE CUMULATIVE REVENUES
---------------- -------------------
April 30, 2003 $2,200,000
July 31, 2003 $5,200,000
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MINIMUM
COMPUTATION DATE CUMULATIVE REVENUES
---------------- -------------------
October 31, 2003 $ 8,400,000
January 31, 2004 $12,200,000
April 30, 2004 $ 2,400,000
(b) Minimum EBIT. On each Computation date set forth below, the
Borrower shall not permit the total Cumulative EBIT
(calculated for the period of time beginning on February 1,
2003 and February 1, 2004 through such Computation Date) to be
less than the minimum amount set forth below:
MINIMUM
COMPUTATION DATE CUMULATIVE EBIT
---------------- ---------------
April 30, 2003 $ (200,000)
July 31, 2003 $ 300,000
October 31, 2003 $1,300,000
January 31, 2004 $2,300,000
April 30, 2004 $ (200,000)
(c) Net Worth. Section 6.5 of the Loan Agreement shall be amended
in its entirety to read as follows:
"Section 6.5 Net Worth. "On each of the Computation Dates set
forth below, the Borrower shall not permit the Net Worth to be
less than the minimum amount set forth below:
1. MINIMUM
COMPUTATION DATE NET WORTH
---------------- ---------
April 30, 2003 $3,000,000
July 31, 2003 $3,000,000
October 31, 2003 $3,500,000
January 31, 2004 $4,000,000
April 30, 2004 $3,500,000."
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1.1 Section 6.7 of the Loan Agreement shall be amended in its
entirety to read as follows:
"Section 6.7 Minimum Cash and Investments. The Borrower shall at all
times, after the payment of the Additional Special Payment in
accordance with Section 2.12 as previously amended, maintain on its
balance sheet total cash and investments (as described in Section
6.10(b)) of at least the minimum amount set forth below:
COMPUTATION DATE BALANCE
---------------- -------
January 31, 2003 $4,800,000
April 30, 2003 $4,300,000
July 30, 2003 and thereafter $3,800,000."
2. Reaffirmation of Covenants, Representations and Warranties. Borrower
hereby agrees and covenants that all representations and warranties in the
Loan Agreement including, without limitation, all of those representations
and warranties set forth in Article 4, are true and accurate as of the
date hereof. Borrower further reaffirms all covenants in the Loan
Agreement and reaffirms each of the covenants set forth in Articles 5 & 6
thereof, as if fully set forth herein, except to the extent modified by
this agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment
to Loan Agreement as of the 13th day of March 2003.
LENDER: BORROWER:
THE HILLSTREET FUND, L.P. LANVISION SYSTEMS, INC.
By : HillStreet Capital, Inc. By: /s/ J. Xxxxx Xxxxx
-------------------
Its: Investment Manager J. Xxxxx Xxxxx
Chief Executive Officer
By:/s/ Xxxxxxxxx X. Xxxxxxxxx
--------------------------
Xxxxxxxxx X. Xxxxxxxxx, President
Date: 3/13/03 Date: 3/13/03
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851228.2
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