Letter Agreement Amending Revolving and Term Credit Facility between ViewCast.com, Inc. and Ardinger Family Partnership, Ltd.

Summary

This agreement amends the existing Revolving and Term Credit Facility between ViewCast.com, Inc. (and its affiliates) and Ardinger Family Partnership, Ltd. The changes include extending the maturity dates for both the revolving and term loans, delaying the start of principal and interest payments, and waiving mandatory prepayments until June 30, 2006. The amendment is effective as of March 22, 2006, and is signed by representatives of both parties.

EX-10.1 2 d34336exv10w1.htm LETTER AGREEMENT AMENDING REVOLVING AND TERM CREDIT FACILITY exv10w1

Exhibit 10.1

March 20, 2006

Mr. Horace T. Ardinger, Jr.
Ardinger Family Partnership, Ltd.
1990 Lakepointe Drive
Lewisville, TX 75057

Dear Mr. Ardinger:

Reference is made to that certain Revolving and Term Credit Facility dated as of October 15, 2003, between VIEWCAST.COM, INC., OSPREY TECHNOLOGIES, INC. AND VIDEOWARE, INC. (collectively, “Borrower”) and the ARDINGER FAMILY PARTNERSHIP, LTD. (“Lender”). Whereas, Borrower and Lender desire to amend the Revolving and Term Credit Facility effective as of the signature date below, it is agreed between the parties that:

1) The Revolving Maturity Date of the Amended and Restated Promissory Note (Revolving Credit Note) shall be changed from December 31, 2005 to June 30, 2006.

2) The Promissory Note schedule of principal payments commencement date shall be changed from November 30, 2005 to June 30, 2006,

3) The commencement of payments for Accrued Interest, as defined in the Loan and Security Agreement, shall be changed from November 30, 2005 to June 30, 2006,

4) The Term Maturity Date of the Term Loan shall be changed from December 31, 2006 to December 31, 2007, and

5) Any Mandatory Prepayment of Loans amount, as defined in the Loan and Security Agreement, shall be waived until June 30, 2006.

Please contact George Platt or me should you have any additional questions at ###-###-####.

Best regards,


By:	/s/ Laurie L. Latham

Name:	Laurie L. Latham
Title:	Chief Financial Officer

AGREED as of the date below.

ARDINGER FAMILY PARTNERSHIP, LTD.

By:	/s/ H.T. Ardinger, Jr.	Date: March 22, 2006

Name:	H.T. Ardinger, Jr.
Title:	General Partner

3701 W. Plano Pkwy, Suite 300 – Plano, TX 75075 – 972 ###-###-#### (Voice) 972 ###-###-#### (Fax)