Amendment to Letter Agreement between Royal Bank of Canada and Olympic Seismic Ltd. (July 12, 2004)
This amendment updates a previous loan agreement between Royal Bank of Canada and Olympic Seismic Ltd. The main change is a revised definition of "Good Accounts Receivable" used to determine eligible receivables for the loan. The amendment excludes certain overdue, affiliated, or encumbered accounts from being considered as good receivables. All other terms of the original agreement remain unchanged. The amendment is effective upon acceptance by Olympic Seismic Ltd. and its guarantors, SEIC Trust Administration, Ltd. and SEIC Holdings, Ltd.
Exhibit 10.1
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Royal Bank of Canada Energy Banking Centre 11th Floor, 335 - 8th Avenue S.W. Calgary, Alberta T2P 1C9 Transit: 0059 Tel.: (403) 292-8953 | Fax: (403) 292-3436 E-mail: ***@*** |
June 15, 2004
Private and Confidential
Olympic Seismic Ltd.
1900, 407-2nd Avenue S.W.
Calgary, Alberta T2P 2Y3
Attention: Suzanne Bowden, Vice President
Dear Sirs/Mesdames:
Re: Amendment to the Letter Agreement dated January 12, 2004
We refer to the Letter Agreement dated January 12, 2004 between Olympic Seismic Ltd., as the Borrower, and Royal Bank of Canada as the Bank (the "Letter Agreement"), and in particular to the Schedule A section of the Letter Agreement. Terms and expressions defined in the Letter Agreement, which are used and not otherwise defined herein, shall have the same meanings ascribed to them in the Letter Agreement.
This letter will confirm the aforementioned section amended as follows:
Under the Section entitled Schedule "A", delete the definition of "Good Accounts Receivable" replace with:
"Good Accounts Receivable"
means accounts receivable excluding (i) the entire amount of accounts, any portion of which is outstanding more than 90 days after billing date, provided that the under 90 day portion may be included where the Bank has designated such portion as nevertheless good (which shall include those on which no more than 5% of the amount of the account has been outstanding for more than 90 days), (ii) all amounts due from any affiliate, (iii) bad or doubtful accounts, (iv) accounts subject to any security interest or other encumbrance ranking or capable of ranking in priority to the Bank's security, (v) accounts subject to all holdbacks, contra accounts or rights of set-off on the part of any account debtor, or (vi) any accounts which the Bank advises the Borrower to be ineligible;"All other terms and conditions outlined in the Letter Agreement remain unchanged and in full force and effect.
This offer is open for acceptance until July 16, 2004, after which date it will be null and void, unless extended in writing by the Bank.
Please confirm your acceptance of this Amending Agreement by signing the attached copy of this letter in the space provided below and returning it to the undersigned.
Yours truly,
/s/ Kevin Lacey
Kevin Lacey
Manager -- Energy Service and Supply
Agreed to and accepted this 12th day of July, 2004.
Olympic Seismic Ltd.
| By: | /s/ Kevin P. Callaghan |
| Name: | Kevin P. Callaghan |
| Title: | President |
| By: | /s/ Suzanne Bowden |
| Name: | Suzanne Bowden |
| Title: | Vice President |
I/We have authority to bind the corporation.
We acknowledge and confirm our agreement with
the foregoing terms and conditions, as Guarantors,
as of July 12, 2004.
SEIC Trust Administration, Ltd., as sole trustee of,
and for and on behalf of, SEIC Business Trust
| By: | /s/ Kevin P. Callaghan |
| Name: | Kevin P. Callaghan |
| Title: | President |
| By: | /s/ Suzanne Bowden |
| Name: | Suzanne Bowden |
| Title: | Secretary/Treasurer |
I/We have authority to bind the corporation.
SEIC Holdings, Ltd.
| By: | /s/ Kevin P. Callaghan | |
| Name: | Kevin P. Callaghan | |
| Title: | President |
| By: | /s/ Suzanne Bowden | |
| Name: | Suzanne Bowden | |
| Title: | Secretary/Treasurer |
I/We have authority to bind the corporation.
