EXHIBIT 10.1
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PAYMENT MODIFICATION AGREEMENT
LOAN AND SECURITY AGREEMENT NUMBER 1506
PAYMENT MODIFICATION AGREEMENT
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This Payment Modification Agreement entered into this 3rd day of
June 2008, is
by and between VENCORE SOLUTIONS LLC, A Delaware Limited Liability
Company,
and/or its assigns, as Lender, and ThinkEngine Networks, Inc., a
Delaware
Corporation as Debtor.
WHEREAS, Lender and Debtor entered into a Loan and Security
Agreement
Number 1506 on January 18, 2007;
WHEREAS, Lender and Debtor also entered into a Negative Pledge
Agreement
dated as of January 16, 2007;
WHEREAS, under the terms of the Loan and Security Agreement, and
consistent
within the term of the Promissory Note 01 Debtor was to pay six
consecutive
monthly interest payments of $16,500 commencing on March 10, 2007
followed by
thirty consecutive monthly principal and interest payments of
$58,832.00
commencing on September 10, 2007, now, therefore,
IT IS HEREBY AGREED:
1) In lieu of payments due pursuant to the Loan and Security
Agreement
and Promissory Note 01, Debtor will pay: (i) eight consecutive
monthly
payments of principal and interest in the amount of $40,000.00
commencing on June 10, 2008 and ending on January 10, 2009, (ii)
seven
consecutive monthly payments of principal and interest in the
amount of
$58,832.00 commencing on February 10, 2009 and ending on August
10,
2009, (iii) six month