ADDENDUMAddendum or Modifications |
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AEGIS COMMUNICATIONS GROUP INC | ROCKLAND CREDIT FINANCE LLC,. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here. |
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Exhibit 10.60
ADDENDUM
THIS ADDENDUM (this “Addendum”) TO THAT MASTER FACTORING AGREEMENT including that prior Addendum of even date with effective date of March 30th, 2005 (the Master Factoring Agreement with prior Addendum, the “MFA”), is made and entered into as of the 22nd day of August, 2005, by and between AEGIS COMMUNICATION GROUP, INC. a corporation organized and existing under the laws of Delaware (referred to throughout this Agreement as “you”, “your” and “yours”), and ROCKLAND CREDIT FINANCE LLC, a Maryland limited liability company (referred to throughout this Agreement as “we”, “us”, “our” and “ours”).
Whereas, you and we entered into that MFA on March 30, 2005 and other agreements pursuant to which we agreed to purchase certain of your Assigned Accounts, for valuable consideration therefore, on terms and conditions as contained therein, and
Whereas, you have requested that we finance certain of your Accounts not otherwise billed to your customers, such Accounts (the “Unbilled Accounts”) representing obligations owing by your customers notwithstanding, and
Whereas, subject to the terms and conditions of the MFA and this Addendum, we are willing to provide financing of the Unbilled Accounts.
Thererfore, for valuable consideration the sufficiency of which is hereby affirmed, the parties agree as follows:
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As a precondition to our performance hereunder, you shall induce Essar and/or Essar Global Limited, to whom you owe that unsecured Promissory Note obligation in the principal amount of $1.5 Million and dated July 25, 2005 (the “Essar Note”), to extend the term of payment to ninety (90) days from the expiration of this Addendum including any extensions thereof. As and if this Addendum is extended by mutual agreement, you shall induce Essar and Essar Global Limited to further extend payment of the Essar Note to such date as shall be satisfactory to us thereafter. |
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As and when you may require financing in addition to that provided in the MFA with respect to the Assigned Accounts, you shall submit to us on a periodic basis but not more than once monthly during any month, using the Assignment and Transfer document and Schedule A thereto which documents are incorporated as attachments to the MFA, a list of the amounts of the Unbilled Accounts owed by your customers in respect of interim month accruals for which you have not previously billed such customer. |
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Your execution and delivery of an A&T document and schedule A therefore shall constitute an assignment to us of such Unbilled Accounts. |
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On each A&T document for Unbilled Invoices submitted to us, which document shall be executed by a designated officer of yours as to the validity and veracity of the information provided thereon, you shall list the customer, the proforma invoice number associated, the amount due with respect to such accrued performance of yours, less any offsets against such obligations, and the beginning and ending period for such accruals. |
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You shall submit to us with each A&T and as to each Unbilled Invoice, a proforma invoice with the same information you normally would evidence on an invoice to such customer including without limitation the customer name, address, the proforma invoice number, the amount of the Unbilled Invoice and the period for which you have performed such accruals. |
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You shall deliver to us such documents and data confirming your performance in respect of such Unbilled Invoices in the same format and using such media as you would normally with such customer. |
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You shall take such action,
as we may require, to make immediately available to us, such other documents
and data evidencing y
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