First Amendment to Loan and Pledge Agreement between World Commerce Online, Inc. and Interprise Technology Partners, L.P.

Summary

World Commerce Online, Inc. and Interprise Technology Partners, L.P. have agreed to amend their original Loan and Pledge Agreement dated February 15, 2001. This amendment clarifies a specific provision in Section 3.5(i) of the original agreement and states that the change is effective retroactively from the original loan date. All other terms of the original agreement remain unchanged and enforceable.

EX-10.38 68 g69370ex10-38.txt ITP 02/15/01 LOAN AGREEMENT 1ST AMENDMENT 1 EXHIBIT 10.38 FIRST AMENDMENT TO LOAN AND PLEDGE AGREEMENT THIS FIRST AMENDMENT TO THE LOAN AND PLEDGE AGREEMENT (this "AMENDMENT") is made as of February 22, 2001 by and between World Commerce Online, Inc., a Delaware corporation (the "COMPANY"), and Interprise Technology Partners, L.P. (the "LENDER"). RECITALS: WHEREAS, for value received, the Company and Lender executed a Loan and Pledge Agreement dated as of February 15, 2001 (the "LOAN DATE") in the amount of 500,000 dollars ($ 500,000) (the "LOAN AGREEMENT"); and WHEREAS, the Company and the Lender agree to amend and modify the Loan Agreement as of the Loan Date to clarify certain provisions. NOW THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: 1. AMENDMENT TO THE LOAN AGREEMENT. The ", or" shall be deleted from the end of Section 3.5(i), and the following shall be added: "or under substantially similar terms as those set forth in this Agreement, or" 2. EFFECTIVE TIME OF AMENDMENT. The amendment and modification to the Loan Agreement as set forth in Section 1 above shall be retroactively effective as of the Loan Date. 3. NON-MODIFICATION. Except to the extent amended and modified hereby, all terms, provisions and conditions of the Loan Agreement shall continue in full force and effect and remain unmodified and enforceable. IN WITNESS WHEREOF, the parties have executed this Amendment effective as of the Loan Date. WORLD COMMERCE ONLINE, INC. By: /s/ Mark E. Patten ------------------------------------ Mark E. Patten, Chief Financial Officer LENDER By: /s/ JC Campuzano ------------------------------------ Name: JC Campuzano ---------------------------------- Title: Principal ---------------------------------