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MODIFICATION NUMBER ONE TO PROMISSORY NOTE AND LOAN AGREEMENT

Promissory Note

MODIFICATION NUMBER ONE TO PROMISSORY NOTE AND LOAN AGREEMENT | Document Parties: ERESEARCHTECHNOLOGY INC /DE/ | eResearch Technology, Inc | eRT Investment Corporation | eRT Tech Corporation | Wachovia Bank, National Association You are currently viewing:
This Promissory Note involves

ERESEARCHTECHNOLOGY INC /DE/ | eResearch Technology, Inc | eRT Investment Corporation | eRT Tech Corporation | Wachovia Bank, National Association

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Title: MODIFICATION NUMBER ONE TO PROMISSORY NOTE AND LOAN AGREEMENT
Date: 8/7/2009
Industry: Business Services     Sector: Services

MODIFICATION NUMBER ONE TO PROMISSORY NOTE AND LOAN AGREEMENT, Parties: eresearchtechnology inc /de/ , eresearch technology  inc , ert investment corporation , ert tech corporation , wachovia bank  national association
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Exhibit 10.28

MODIFICATION NUMBER ONE
TO PROMISSORY NOTE AND LOAN AGREEMENT

eResearchtechnology, Inc.
a/k/a eResearch Technology, Inc.
1818 Market Street, Suite 1000
Philadelphia, Pennsylvania 19103-3638

eRT Investment Corporation
1105 N. Market Street, Suite 1300
Wilmington, Delaware 19801

eRT Tech Corporation
1105 N. Market Street, Suite 1300
Wilmington, Delaware 19801
(Individually and collectively, “Borrower”)

Wachovia Bank, National Association
Philadelphia, Pennsylvania 19109
(Hereinafter referred to as “Bank”)

THIS AGREEMENT is entered into as of May 19, 2009 by and between Bank and Borrower.

RECITALS

Bank is the holder of a Promissory Note, as modified from time to time, executed and delivered by Borrower, dated June 26, 2008, in the original principal amount of $3,000,000.00 (the “Note”); and certain other loan documents, including without limitation, a Loan Agreement, dated June 26, 2008 (the “Loan Agreement”);

Borrower and Bank have agreed to modify the terms of the Note and the Loan Agreement.

In consideration of Bank’s continued extension of credit and the agreements contained herein, the parties agree as follows:

AGREEMENT

ACKNOWLEDGMENT OF BALANCE. Borrower acknowledges that the most recent Commercial Loan Invoice sent to Borrower with respect to the Obligations under the Note is correct.

MODIFICATIONS.

1. The Note is hereby modified by deleting the provisions in the Note establishing the repayment terms and substituting the following in their place and stead:

REPAYMENT TERMS. The Note shall be due and payable in consecutive monthly payments of accrued interest only, commencing on June 1, 2009, and continuing on the same day of each month thereafter until fully paid. In any event, all principal and accrued interest shall be due and payable on June 1, 2010.

 

 

 

WPCI915678XXXX001

 

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2. The section entitled LETTER OF CREDIT of the Note or Loan Agreement is hereby deleted and the following is substituted in its place and stead:

LETTERS OF CREDIT. Upon the request of Borrower, Bank shall issue standby Letters of Credit, provided, the aggregate amount available to be drawn under all standby Letters of Credit plus the aggregate amount of unreimbursed drawings under all standby Letters of Credit at any one time does not exceed $3,000,000.00, and further provided, no standby Letter of Credit shall expire more than 365 days after the date it is issued. Notwithstanding anything to the contrary contained herein, the aggregate outstanding principal balance of Advances (as defined in the line of credit Promissory Note in the amount of $3,000,000.00, of even date herewith) plus the aggregate amount available to be drawn under all Letters of Credit plus the aggregate amount of unreimbursed drawings under all Letters of Credit at any one time shall not exceed $3,000,000.00. The Letters of Credit are to be used by Borrower solely to support working capital. Bank’s obligation to issue Letters of Credit shall terminate if Borrower is in default (however denominated) under the Note or the other Loan Documents, or in any case, if not sooner terminated, on June 1, 2010 unless renewed or extended by Bank in writing upon such terms then satisfactory to Bank.

ACKNOWLEDGMENTS AND REPRESENTATIONS. Borrower acknowledges and represents th


 
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