Sixth Amendment to the Amended and Restated Loan and Security Agreement, dated as of March 8, 2023, by and among CytoSorbents Corporation, CytoSorbents Medical, Inc. and Western Alliance Bank

Contract Categories: Business Finance - Loan Agreements
EX-10.30 3 ctso-20221231xex10d30.htm EX-10.30
Exhibit 10.30

BOS 48669274v2 SIXTH AMENDMENT TO THE AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS SIXTH AMENDMENT to the Amended and Restated Loan and Security Agreement (this “Amendment”) is made effective as of March 8, 2023 (the “Sixth Amendment Date”) and made by and among WESTERN ALLIANCE BANK, an Arizona corporation (“Bank”) and CYTOSORBENTS CORPORATION, a Delaware corporation and CYTOSORBENTS MEDICAL, INC., a Delaware corporation (individually and collectively, jointly and severally “Borrower”). WHEREAS, Bank and Borrower have entered into that certain Amended and Restated Loan and Security Agreement, dated as of March 29, 2018 (as amended, supplemented, restated or otherwise modified from time to time, the “Loan Agreement”) pursuant to which Bank has provided to Borrower certain loans in accordance with the terms and conditions thereof; and WHEREAS, Bank and Borrower desire to amend certain provisions of the Loan Agreement as provided herein and subject to the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the promises, covenants and agreements contained herein, and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Bank and Borrower hereby agree as follows: 1. Capitalized terms used herein but not otherwise defined shall have the respective meanings given to them in the Loan Agreement. 2. Section 1.1 of the Loan Agreement is hereby amended by adding the following definition thereto in alphabetical order: “Sixth Amendment Date” is March 8, 2023. 3. Section 1.1 of the Loan Agreement is hereby amended by amending and restating the following definition therein as follows: “Third Draw Period” means the period commencing on the Fourth Amendment Date and ending on the earlier of (i) March 24, 2023 and (ii) the occurrence of an Event of Default; provided further that no Term C Loan as would cause the aggregate principal amount of Term C Loans to exceed Five Million Dollars ($5,000,000.00) shall be made during the Third Draw Period unless on the Funding Date of such Term C Loan, the Required Reserves Test is met and on or before the Funding Date of such Term C Loan (but no earlier than ten (10) days prior to the Funding Date), the Seventy Five Percent Test is met. 4. Limitation of Amendment. a. The amendments set forth above are effective for the purposes set forth herein and shall be limited precisely as written and shall not be deemed to (a) be a consent to any amendment, waiver or modification of any other term or condition of any Loan Document, or (b) otherwise prejudice any right, remedy or obligation which the Bank or Borrower may now have or may have in the future under or in connection with any Loan Document, as amended hereby. b. This Amendment shall be construed in connection with and as part of the Loan Documents and all terms, conditions, representations, warranties, covenants and agreements set forth in the Loan Documents, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect. 5. To induce the Bank to enter into this Amendment, Borrower hereby represents and warrants to the Bank as follows: DocuSign Envelope ID: 322987CA-FFCE-4C0A-A445-762265F5C225

2 BOS 48669274v2 a. Immediately after giving effect to this Amendment (a) the representations and warranties contained in the Loan Documents are true, accurate and complete in all material respects as of the date hereof (except to the extent such representations and warranties relate to an earlier date, in which case they are true and correct in all material respects as of such date), and (b) no Event of Default has occurred and is continuing; b. Borrower has the power and due authority to execute and deliver this Amendment and to perform its obligations under the Loan Agreement, as amended by this Amendment; c. The organizational documents of Borrower delivered to the Bank on the Effective Date, and updated pursuant to subsequent deliveries by the Borrower to the Bank, if any, remain true, accurate and complete and have not been amended, supplemented or restated and are and continue to be in full force and effect; d. The execution and delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by this Amendment, will not constitute an event of default under any material agreement with a Person binding on Borrower, or a breach of any provision contained in the Articles of Incorporation or Bylaws of Borrower; and e. This Amendment has been duly executed and delivered by Borrower and is the binding obligation of Borrower, enforceable against Borrower in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, liquidation, moratorium or other similar laws of general application and by general equitable principles. 6. Except as expressly set forth herein, the Loan Agreement shall continue in full force and effect without alteration or amendment. This Amendment and the Loan Documents represent the entire agreement about this subject matter and supersede prior negotiations or agreements. 7. This Amendment shall be deemed effective as of the Amendment Date upon the due execution and delivery to the Bank of this Amendment by each party hereto. 8. This Amendment may be executed in any number of counterparts, each of which shall be deemed an original, and all of which, taken together, shall constitute one and the same instrument. 9. This Amendment and the rights and obligations of the parties hereto shall be governed by and construed in accordance with the laws of the State of California. [Balance of Page Intentionally Left Blank] DocuSign Envelope ID: 322987CA-FFCE-4C0A-A445-762265F5C225

ACTIVE 685692146v5 IN WITNESS WHEREOF, the parties hereto have caused this Sixth Amendment to the Amend and Restated Loan and Security Agreement to be executed as of the date first set forth above. CYTOSORBENTS CORPORATION, A DELAWARE CORPORATION By: Name: _____________________________________ Title: CYTOSORBENTS MEDICAL, INC., A DELAWARE CORPORATION By: Name: _____________________________________ Title: WESTERN ALLIANCE BANK, AN ARIZONA CORPORATION By: Name: _____________________________________ Title: DocuSign Envelope ID: 322987CA-FFCE-4C0A-A445-762265F5C225 Kathleen P. Bloch Chief Financial Officer Chief Financial Officer Kathleen P. Bloch Christian Ebert Vice President

Certificate Of Completion Envelope Id: 322987CAFFCE4C0AA445762265F5C225 Status: Completed Subject: Western Alliance Bank – Loan Documents_Cytosorbents Source Envelope: Document Pages: 3 Signatures: 3 Envelope Originator: Certificate Pages: 4 Initials: 0 Kaeleen Weber-Turner AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 1 E Washington St Ste 1400 Phoenix, AZ 85004 ***@*** IP Address: 38.29.192.249 Record Tracking Status: Original 3/9/2023 12:26:34 PM Holder: Kaeleen Weber-Turner ***@*** Location: DocuSign Signer Events Signature Timestamp Kathleen P. Bloch ***@*** Chief Financial Officer CytoSorbents Corporation Security Level: Email, Account Authentication (None), Authentication Signature Adoption: Pre-selected Style Using IP Address: 69.248.11.122 Sent: 3/9/2023 12:28:56 PM Viewed: 3/9/2023 12:31:44 PM Signed: 3/9/2023 12:31:59 PM Authentication Details ID Check: Transaction: 31020865162555 Result: passed Vendor ID: LexisNexis Type: iAuth Recipient Name Provided by: Recipient Information Provided for ID Check: Address, SSN9, SSN4, DOB Performed: 3/9/2023 12:31:37 PM Question Details: passed person.known.single.fake passed vehicle.historical.association.real passed county.lived.single.real passed property.city.real passed corporate.association.real passed corporate.association.real Electronic Record and Signature Disclosure: Accepted: 3/9/2023 12:31:44 PM ID: 4b9aa82b- ###-###-####-94e4-e214206703b3 Christian Ebert ***@*** Vice President Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 38.29.192.249 Sent: 3/9/2023 12:32:00 PM Viewed: 3/9/2023 12:33:12 PM Signed: 3/9/2023 12:33:22 PM Electronic Record and Signature Disclosure: Accepted: 3/9/2023 12:33:12 PM ID: fcef229f-aa11-4f8d-8f7b-66cba39cb1ba In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp

Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 3/9/2023 12:28:56 PM Certified Delivered Security Checked 3/9/2023 12:33:12 PM Signing Complete Security Checked 3/9/2023 12:33:22 PM Completed Security Checked 3/9/2023 12:33:22 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure

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