Exhibit 10.01
LOAN AND SECURITY MODIFICATION
AGREEMENT
This Loan and Security Modification
Agreement (this “Amendment”) is entered into as of
July 30, 2009, by and between BRIDGE BANK, N.A.
(“Bank”) and KANA SOFTWARE, INC.
(“Borrower”).
RECITALS
Borrower and Bank are parties to
that certain Second Amended and Restated Loan and Security
Agreement dated as of March 28, 2008, as amended from time to
time (the “Agreement”). The parties desire to amend the
Agreement in accordance with the terms of this
Amendment.
NOW, THEREFORE, the parties agree as
follows:
1. The following defined terms in
Section 1.1 of the Agreement hereby are added, amended or
restated as follows:
“Agility” means Agility
Capital, LLC
“Agility Indebtedness”
means Indebtedness to Agility in the principal amount of One
Million Dollars ($1,000,000).
“Agility Intercreditor
Agreement” means that certain Intercreditor Agreement by and
between Bank and Agility dated as of July 30, 2009.
“Revolving Line” means a
credit extension of up to an aggregate amount of Six Million
Dollars ($6,000,000), less the outstanding principal amount of the
Agility Indebtedness.
2. New subsection (e) is hereby
added to the defined term “Permitted Indebtedness” in
Section 1.1 of the Agreement as follows:
“(e) For so long as the
Agility Intercreditor Agreement remains in full force and effect,
the Agility Indebtedness.”
3. New subsection (e) is hereby
added to the defined term “Permitted Liens” in
Section 1.1 of the Agreement as follows:
“(e) For so long as the
Agility Intercreditor Agreement remains in full force and effect,
Liens in favor Agility securing the Agility
Indebtedness.”
4. Section 6.9 of the Agreement
is hereby amended and restated in its entirety to read as
follows:
“ 6.9 Agility
Indebtedness . Borrower shall have incurred the Agility
Indebtedness no later than August 7, 2009.”
5. A phrase is hereby added to the
end of Section 7.4 of the Agreement as follows:
“Prepay any of the Agility
Indebtedness.”
6. Bank hereby waives
Borrower’s violation of Section
