Letter Agreement Amending Loan and Security Agreement Between K Bank and Avatech Solutions Subsidiary, Inc.
This letter agreement, dated October 28, 2004, is between K Bank (the lender), Avatech Solutions Subsidiary, Inc. (the borrower), and Avatech Solutions, Inc. and Technical Learningware Company, Inc. (the guarantors). It amends the existing Loan and Security Agreement by setting new limits on the amount that can be borrowed under the revolving line of credit, depending on certain conditions. All other terms of the original loan documents remain unchanged, and no existing defaults are waived by this amendment.
EXHIBIT 10.15
K BANK
Writer’s Direct Dial
410 ###-###-####
October 28, 2004
Mr. Chris Olander
Avatech Solutions Subsidiary, Inc.
10715 Red Run Boulevard, Suite 101
Owings Mills, MD 21117
RE: Amendment to Loan and Security Agreement dated September 11, 2003.
Dear Chris:
The purpose of this letter is to inform you that regardless of the terms and conditions of the loan documents between K BANK, formerly KEY BANK AND TRUST (the “LENDER”) and AVATECH SOLUTIONS SUBSIDIARY, INC. (“BORROWER”), and AVATECH SOLUTIONS, INC. and TECHNICAL LEARNINGWARE COMPANY, INC. (collectively, the “GUARANTORS”), as long as the additional $700,000 Revolving Line of Credit is in place, outstanding under the BORROWER’s $3,000,000 revolving line of credit with K Bank shall at no time exceed the lesser of the borrowing base or $2,300,000. Please also be informed that as outlined in Section 1.15 of the Second Modification Agreement, until such time as (i) the BORROWER’s subordinated loan with Dassault Systemes Corp. is in place or (ii) Dassault agrees to increase the amount of permitted outstanding under the BORROWER’s $3,000,000 revolving line of credit with K Bank after November 1, 2004 shall at no time exceed the lesser of the borrowing base or $2,000,000.
In closing, please be advised that nothing in this letter shall be considered a waiver of any existing events of default under the LENDER’s loan agreements with the BORROWER and the GUARANTORS, whether known or unknown by the LENDER, and that all existing terms and conditions of the loan documents between the LENDER, the BORROWER, and the GUARANTORS (other than those specifically modified above) shall remain in full force and effect. If you have any questions about this letter, please do not hesitate to contact me. Otherwise, please sign where indicated on the following page and return this document to my attention. This letter agreement may be executed by facsimile.
Sincerely,
| By: | /s/ Patrick E. Killpatrick | |
| Patrick E. Killpatrick | ||
| Vice President |
ACKNOWLEDGED AND ACCEPTED this day of October, 2004, by:
| BORROWER:
| ||
| AVATECH SOLUTIONS SUBSIDIARY, INC. | ||
| By: | /s/ Christopher Olander | |
| Title: |
| |
| Date: |
| |
| GUARANTORS: | ||
| AVATECH SOLUTIONS, INC. | ||
| By: | /s/ Christopher Olander | |
| Title: | Executive Vice President | |
| Date: |
| |
| TECHNICAL LEARNINGWARE COMPANY, INC. | ||
| By: | /s/ Christopher Olander | |
| Title: | Executive Vice President | |
| Date: |
| |
