EXHIBIT 10.1
ROBOCOM SYSTEMS INTERNATIONAL INC.
511 Ocean Avenue
Massapequa, New York 11758
November 21, 2003
Baseboard Investments
LLC
17 Fairbanks
Boulevard
Woodbury, New York
11797
Re: $1,250,000
Revolving Line of Credit
Ladies and
Gentlemen:
Robocom
Systems International Inc., a New York corporation having
an
office at 511 Ocean Avenue,
Massapequa, New York 11797 (the "Borrower"), is
writing this line of credit
letter (this "Letter") with regard to the revolving
line of credit which
Baseboard Investments LLC (the "Lender") has agreed to
extend to the Borrower in the
maximum aggregate principal amount at any one time
of $1,250,000 (the "Aggregate
Amount"), which amount is available, subject to
the satisfaction of the terms
and conditions set forth below, commencing on the
date hereof and ending on
September 19, 2005 (the "Maturity Date"). Credit for
the Aggregate Amount is to be
extended in the form of loan advances
(collectively, the "Loans")
and the Borrower's indebtedness resulting from such
Loans will be evidenced by
the Borrower's amended and restated promissory note
(the "Note") dated as of the
date hereof. Terms used herein but not otherwise
defined herein shall have the
meanings set forth in the Note.
Without in
any way restricting, limiting or otherwise affecting the
Lender's rights or any of the
terms and conditions of the Note, the Borrower
wishes to set forth its
additional understandings and intentions with regard to
such Loans.
I. The
Borrower agrees that the following are conditions precedent to
any
obligation of the Loans to
extend any financial accommodations and make any
Loans:
(a) the execution and delivery to the Lender of this Letter,
the
Not
