Second Amendment to the Sixth Amended and Restated Loan and Security Agreement, dated as of July 12, 2019 between, LLC and TIAA, FSB

Contract Categories: Business Finance - Loan Agreements
EX-10.24.2 37 d814714dex10242.htm EX-10.24.2 EX-10.24.2

Exhibit 10.24.2


100 Summer Street, Suite 3232

Boston, MA 02110

July 12, 2019, LLC

26642 Towne Center Drive

Foothill Ranch, California 92610

Attention: Michelle Richardson

Re: Second Amendment to the Sixth Amended and Restated Loan and Security Agreement (the “Second Amendment”).

This Second Amendment is made as of the 12th day of July, 2019 (the “Amendment Effective Date”), to that certain Sixth Amended and Restated Loan and Security Agreement, dated November 28, 2018, as amended (the “Agreement”), by and between, LLC (“Borrower”) and TIAA, FSB, (“Bank”).

WHEREAS, Borrower requested that Bank amend the Agreement as provided herein; and

WHEREAS, Borrower and Bank have agreed to so amend the Agreement.

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree to amend the Agreement as follows:

SECTION 1. Amendments.

(a) The following paragraphs of Section 1 of the Agreement re amended and restated in their entirety as follows:

“(cccc) “Revolving Loan Period” means the period beginning on the Effective Date and ending on the earlier of (i) July 10, 2020, or (ii) the Termination Date.

SECTION 2. Fees. There are no other fees payable in connection with this Second Amendment.

SECTION 3. Defined Terms. Any terms capitalized but not otherwise defined herein should have the respective meanings set forth in the Agreement.

SECTION 4. Limited Effect. Except as amended hereby, the Agreement shall continue in full force and effect in accordance with its terms. Reference to this Second Amendment need not be made in the Agreement or any other instrument or document executed in connection therewith, or in any certificate, letter or communication issued or made pursuant to, or with respect to, the Agreement, any reference in any of such items to the Agreement being sufficient to refer to the Agreement as amended hereby.

SECTION 5. Representations. In order to induce Bank to execute and deliver this Second Amendment, Borrower hereby represents and warranties to Bank that as of the date hereof, except as otherwise expressly waived by Bank in writing, Borrower is in full compliance with all of the terms and conditions of the Facility Documents, including without limitation all of the representations and warranties and all of the affirmative and negative covenants, and no Default or Event of Default has occurred and is continuing under the Agreement.

SECTION 6. Governing Law. This Second Amendment and any claim, controversy or dispute arising under or related to or in connection with this Second Amendment, the relationship of the parties, and/or the interpretation and enforcement of the rights and duties of the parties will be governed by the laws of the State of New York without regard to any conflicts of law principles other than Sections 5-1401 and 5-1402 of the New York General Obligations Law, which shall govern.

SECTION 7. Counterparts. This Pricing Letter may be executed in one or more counterparts and by different parties hereto on separate counterparts, each of which, when so executed, shall constitute one and the same agreement.

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