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EXHIBIT 10.16
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LOAN MODIFICATION AGREEMENT
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THIS LOAN MODIFICATION AGREEMENT ("Agreement") is made and
effective as
of June 26, 2007, by and between SUTRON CORPORATION, a Virginia
corporation
("Borrower") and BRANCH BANKING AND TRUST COMPANY OF VIRGINIA, a
North Carolina
banking corporation formerly known as (and successor to) Branch
Banking and
Trust Company of Virginia ("Lender").
R E C I T A L S
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WHEREAS, on July 29, 2004, Lender made a commercial line of
credit loan
in the amount of One Million Six Hundred Twenty-five Thousand
and no/100 Dollars
($1,625,000.00)(as subsequently modified, the "Loan") to the
Borrower, evidenced
by, inter alia, (i) the Borrower's Commercial Promissory Note of
same date in
the amount of the Loan (as subsequently modified, the "Note"),
(ii) that certain
first lien Security Agreement of same date executed by the
Borrower for the
benefit of the Lender (as subsequently modified, the "Security
Agreement"), and
(iii) that Loan Agreement of same date executed by the Borrower
and the Lender
(as subsequently modified, the "Loan Agreement")(the Note,
Security Agreement,
Loan Agreement, and all other documents evidencing or securing
the Loan, as
subsequently modified, are sometimes collectively referred to
herein as "Loan
Documents"); and
WHEREAS, by Guaranty Agreement dated July 29, 2004 (the
"Guaranty"),
Daniel W. Farrell, Sidney C. Hooper, Thomas N. Keefer and Raul
S. McQuivey
(collectively, the "Guarantors") jointly and severally
guaranteed repayment of
the Loan and performance of all of Borrower's obligations under
the Loan
Documents; and
WHEREAS, by Loan Modification Agreement and Release of
Guarantors dated
as of August 5, 2005, the Lender and the Borrower agreed, inter
alia, to (i)
increase the principal amount of the Loan to Two Million and
no/100 Dollars
($2,000,000.00), (ii) extend the maturity date of the Loan, and
(iii) release
the Guarantors from their obligations under the Guaranty;
and
WHEREAS, by Loan Modification Agreement and Release of
Guarantors dated
as of August 5, 2005, the Lender and the Borrower agreed, inter
alia, to (i)
increase the principal amount of the Loan to Two Million Five
Hundred Thousand
and no/100 Dollars ($2,500,000.00) and (ii) extend the maturity
date of the
Loan; and
WHEREAS, the Borrower has requested that Lender (i) increase
the
principal amount of the Loan to Three Million and no/100
Dollars
($3,000,000.00), (ii) extend the maturity date of the Loan,
(iii) make certain
other modifications to the Loan terms; and
WHEREAS, the Lender has agreed to grant Borrower's request,
subject to
Borrower's execution and delivery of, and performance of the
terms and
conditions set forth in, this Agreement.
<PAGE>
NOW THEREFORE, for and in consideration of the above recitals
and other
good and valuable consideration, the receipt and sufficiency of
which are hereby
acknowledged, the parties agree as follows:
1. Recitals. The above recitals are incorporated herein and made
a part
hereof.
2. Loan Statement. Borrower and Lender hereby confirm that as of
the
date hereof, (i) there is no accrued and unpaid interest under
the Loan, and
(ii) there is no outstanding principal balance under the
Loan.
3. Loan Increase. Subject to Borrower's execution and delivery
of, and
satisfaction of all of the terms and conditions of this
Agreement, the Lender
shall contemporaneously herewith increase the amount of the
Loan, and the
maximum principal amount that may be outstanding at any one time
under the Loan,
to the sum of Three Million and no/100 Dollars ($3,000,000.00).
The additional
Loan principal shall be disbursed in accordance with the terms
and conditions of
the Loan Agreement.
4. Note Payments/Maturity Date. Commencin
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