Exhibit 10.2
CHANGE IN TERMS AGREEMENT
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Principal
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Loan Date
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Maturity
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Loan No.
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Call/Coll
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Account
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Officer
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Initials
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Borrower:
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R AINMAKER S YSTEMS , I NC .
900 E. Hamilton Avenue, Suite 400
Campbell, CA 95008
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Lender:
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B RIDGE B ANK
55 Almaden Boulevard, Suite 100
San Jose, CA 95113
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Principal
Amount: $6,000,000
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Date of Agreement: October 10,
2008
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DESCRIPTION OF EXISTING
INDEBTEDNESS . The
Promissory Note dated April 29, 2004 in the original principal
amount of $4,000,000, as previously modified and amended by the
parties and as amended by this Agreement (the
“Note.”)
DESCRIPTION OF CHANGE IN
TERMS .
The date on which all outstanding
principal, accrued but unpaid interest, and other sums dues and
payable by Borrower to Lender in connection with the Indebtedness
evidenced by the Loan Documents (as defined in that certain
MODIFICATION TO BUSINESS LOAN AGREEMENT of even date with this
Agreement, the “Modification Agreement”) is hereby
extended from October 10, 2008 to October 10, 2009 (the
“Maturity Date”).
Subject to the provisions of the
Loan Documents (as modified and emended by the Modification
Agreement and this Agreement), the amount available to Borrower
under the Line of Credit evidenced by the Note is hereby increased
from $4,000,000 to $6,000,000. Borrower promises to pay to Lender,
or order, the principal amount of $6,000,000, or so much as may be
outstanding, together with interest on the unpaid principal balance
of each advance made under the Note.
PAYMENTS
. Borrower will continue to make
interest only payments on the unpaid principal balance from time to
time outstanding, which interest will be calculated at the Index,
and will continue until October 10, 2009, at which time all
principal, accrued but unpaid interest, and all other sums owing to
Lender will be immediately due and payable.
VARIABLE INTEREST
RATE . The interest
rate on this Agreement is subject to change from time to time based
on changes in an independent index which is the Prime Rate as
published in the Wall Street Journal (Western Edition) (the
“Index”). The Index is not necessarily the lowest rate
charged by Lender on its loans. If the Index becomes unavailable
during the term of- this loan, Lender may designate a substitute
index after notice to Borrower. Lender will tell Borrower the
current Index r
