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FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT

Security Agreement

FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT | Document Parties: BLONDER TONGUE LABORATORIES INC | Blonder Tongue Investment Company | National City Business Credit, Inc You are currently viewing:
This Security Agreement involves

BLONDER TONGUE LABORATORIES INC | Blonder Tongue Investment Company | National City Business Credit, Inc

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Title: FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT
Governing Law: Pennsylvania     Date: 11/13/2007
Industry: Communications Equipment     Sector: Technology

FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT, Parties: blonder tongue laboratories inc , blonder tongue investment company , national city business credit  inc
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                               FOURTH AMENDMENT TO
                          CREDIT AND SECURITY AGREEMENT


     FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT,  executed
on the 8th day
of  November,  2007,  to be  effective  on the 7th day of 
November,  2007  (the
"Effective  Date"), by and among Blonder Tongue  Laboratories, 
Inc., a Delaware
corporation (the  "Borrower"),  Blonder Tongue  Investment 
Company,  a Delaware
corporation  ("BTIC"),  National City Business Credit, Inc., an
Ohio corporation
(the "Lender"),  and National City Bank, a national banking
association,  as the
Issuer (the "Issuer") (this "Fourth Amendment").

                              W I T N E S S E T H:

     WHEREAS, pursuant to that certain Credit and Security
Agreement,  effective
December 29, 2005, by and among the  Borrower,  BDR  Broadband, 
LLC, a Delaware
limited liability company ("BDR"),  the Guarantors party thereto,
the Lender and
the  Issuer,  as  amended  by that  certain  (i) First  Amendment 
to Credit and
Security  Agreement,  effective March 30, 2006, by and among the
Borrower,  BDR,
the Guarantors party thereto,  the Lender and the Issuer, (ii)
Letter Agreement,
dated September 11, 2006, by and among the Borrower,  BDR, the
Guarantors  party
thereto,  the Lender and the Issuer,  (iii) Letter Agreement, 
dated November 8,
2006, by and among the Borrower,  BDR, the Guarantors party
thereto,  the Lender
and the Issuer, (iv) Letter Agreement,  dated December 1, 2006, by
and among the
Borrower,  BDR, the  Guarantors  party thereto,  the Lender and the
Issuer,  (v)
Letter Agreement,  dated December 15, 2006, by and among the
Borrower,  BDR, the
Guarantors  party thereto,  the Lender and the Issuer,  (vi) Second
Amendment to
Credit and Security  Agreement,  effective  December 15, 2006,  by
and among the
Borrower,  BDR, the  Guarantors  party  thereto,  the Lender and
the Issuer (the
"Second Amendment"), (vii) Letter Agreement, dated May 1, 2007, by
and among the
Borrower,  the Guarantors party thereto,  the Lender and the
Issuer,  and (viii)
Third Amendment to Credit and Security  Agreement,  effective
August 8, 2007, by
and among the Borrower,  the Guarantors party thereto, the Lender
and the Issuer
(as amended, the "Credit Agreement"),  the Lender, among other
things,  extended
to the  Borrower  (a) a revolving  credit  facility in the 
aggregate  principal
amount not to exceed  Seven  Million Five  Hundred  Thousand and
00/100  Dollars
($7,500,000.00) and (b) a term loan facility in the original
principal amount of
Three Million Five Hundred Thousand and 00/100 Dollars
($3,500,000.00);

     WHEREAS,  the Borrower  desires to amend  certain  provisions
of the Credit
Agreement,  and the  Lender  and the  Issuer  desire to permit 
such  amendments
pursuant to the terms and conditions set forth herein.

     NOW, THEREFORE, in consideration of the premises contained
herein and other
valuable  consideration,  the  receipt  and  sufficiency  of  which
 are  hereby
acknowledged, and intending to be legally bound hereby, the parties
hereto agree
as follows:

     1. All  capitalized  terms  used  herein  which are  defined 
in the Credit
Agreement shall have the same meaning herein as in the Credit 
Agreement  unless
the context clearly indicates otherwise.

     2. Section 1.1 of the Credit  Agreement  is hereby  amended by
amending and
restating the following definitions as follows:

     "Revolving  Interest  Rate" shall mean an interest  rate per
annum equal to
the sum of the Alternate Base Rate plus one and one quarter percent
(1.25%).

     "Term Loan Rate" shall mean an interest  rate per annum equal
to the sum of
the Alternate Base Rate plus one and one quarter percent (1.25%).

     3. Section 6.5 of the Credit  Agreement  is hereby  deleted in
its entirety
and in its stead is inserted the following:

     6.5 Financial Covenants.

     (a) Maintain a Fixed Charge Coverage Ratio (for BTL and its
Subsidiaries on
a  consolidated  basis) of not less than 1.10 to 1.00  calculated
as of the last
day of the fiscal  quarter  ending March 31,  2007,  for the period
equal to the
four (4) consecutive fiscal quarters then ending, and as of the
last day of each
fiscal  quarter  thereafter,  for the period  equal to the four (4)
 consecutive
fiscal quarters then ending.

     (b) Not permit EBITDA to be less than: (i) Zero and 00/100
Dollars  ($0.00)
calculated  as of October 31, 2007,  for the period  beginning 
October 1, 2007,
through and including October 31, 2007, (ii) negative Three Hundred
Seventy-Five
Thousand and 00/100 Dollars  (-$375,000.00)  calculated as of
November 30, 2007,
for the period beginning  November 1, 2007,  through and including 
November 30,
2007,  and (iii) Two Hundred  Fifty  Thousand and 00/100  Dollars 
($250,000.00)
calculated as of December 31, 2007, for the period  beginning 
December 1, 2007,
through and including December 31, 2007.

     (c) Not  permit  Undrawn  Availability  to be less than Two 
Hundred  Fifty
Thousand and 00/100 Dollars ($250,000.00) at any time.

     4.  Article 6 of the Credit  Agreement is hereby  amended by
inserting  the
following new Section 6.10 of the Credit Agreement:

     6.10 Inventory Appraisal.

     (i)  Engage an  appraiser  acceptable  to the  Lender  for the
 purpose  of
conducting an updated  inventory  appraisal to be completed on or
about December
14,  2007,  which  shall  establish,   among  other  things,  the 
"net  orderly
liquidation  value"  estimates for various  categories of BTL's 
finished  goods
inventory,  and be otherwise in form and substance  satisfactory 
to the Lender,
(ii) cause such appraiser,  and hereby authorizes and directs such
appraiser to,
deliver a copy of the completed appraisal directly to the Lender
and communicate
directly with the Lender in connection  with the appraisal and (ii)
pay all fees
and costs associated with the appraisal when due.

     5. The  provision

 
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