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EXHIBIT 10.9
January 30, 1997
American Commercial Finance
Corporation
000 Xxxxx Xxxx Xxxxxx
Xxxx Xxxxxxxx, XX 00000
Ladies and Gentlemen:
Reference is hereby made to that certain Commercial Revolving Loan,
Demand Loan and Security Agreement dated November 1, 1996 (the "Loan Agreement")
between Industrial Technologies, Inc. ("ITI") and Intec Europe, Ltd. ("INTEC"
and collectively, with ITI, the "BORROWERS") and American Commercial Finance
Corporation ("ACFC"), and that certain letter agreement dated December __, 1996
(the "LETTER AGREEMENT") among the Borrowers, ACFC, Xxxxxx X. Xxxxxxx and Xxxxxx
Xxxxxx (collectively, the "FIDELITY GUARANTORS"), and Intec Corp. (the
"CORPORATE GUARANTOR" and collectively, with the Fidelity Guarantors, the
"GUARANTORS"). Capitalized terms not expressly defined herein shall have the
definitions assigned to them in the Loan Agreement and the Letter Agreement.
The Borrowers and the Obligors (collectively, the "OBLIGORS") have
requested that ACFC, and ACFC has agreed to, amend the Loan Agreement and the
Letter Agreement to increase the aggregate advances against European Accounts
which Intec will be eligible to have outstanding at any one time from $250,000
to $500,000. Accordingly, ACFC and the Obligors agree as follows:
1. Section 1.1(yy) of the Loan Agreement is deleted in its entirety and
the following is substituted in lieu thereof:
"(yy) "Revolving Loan Borrowing Base" shall mean an amount equal to the
lesser of: (i) ONE MILLION FIVE HUNDRED THOUSAND DOLLARS ($1,500,000),
or (ii) an amount equal to the aggregate of (1) eighty percent
(80%) of Eligible Accounts which arise out of sales by ITI, plus (2)
the lesser of (A) eighty percent (80%) of Eligible European Accounts,
or (B) FIVE HUNDRED THOUSAND DOLLARS ($500,000), plus (3) eighty
percent (80%) of Eligible Foreign Accounts, provided, however, that
Borrower's eligibility under the Revolving Loan
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the Demand Loan is $500,000, the Borrowers shall be eligible to
borrow $1,000,000 pursuant to subsection (i) of the preceding
sentence."
2. Section 4 of the Letter Agreement is hereby deleted in its entirety
and the following is substituted in lieu thereof:
"4. The aggregate advances against European Accounts at any time shall
not exceed Five Hundred Thousand ($500,000) Dollars."
3. Except as expressly set forth herein, the Loan Agreement and the
Letter Agreement shall remain unmodified and in full force and effect.
If the foregoing is in accordance with your agreement, please evidence
the same by signing below
Witnessed: Very truly yours,
/s/ Xxxxxxxx Xxxxx INDUSTRIAL TECHNOLOGIES, INC.
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/s/ Xxxxx Xxxxxxx By /s/ Xxxxxx Xxxxxx
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Its VP and Treasurer
/s/ Xxxxxxxx Xxxxx INTEC EUROPE, LTD.
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/s/ Xxxxx Xxxxxxx By /s/ Xxxxxx Xxxxxx
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Its VP and Treasurer
/s/ Xxxxxxxx Xxxxx INTEC CORP.
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/s/ Xxxxx Xxxxxxx By /s/ Xxxxxx Xxxxxx
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Its VP and Treasurer
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/s/ Xxxxxxxx Xxxxx /s/ Xxxxxx Xxxxxx
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Xxxxxx Xxxxxx, individually
as Fidelity Guarantor
/s/ Xxxxx Xxxxxxx
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/s/ Xxxx Xxxxxxxx /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx, individually
as Fidelity Guarantor
/s/ Xxxxxxx Xxxx
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Review and Agreed to this
30th day of January, 1997.
AMERICAN COMMERCIAL
FINANCE CORPORATION
By Xxxxxxx Mount
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Its President
