Exhibit 10.2
SECOND AMENDMENT TO EXPORT-IMPORT
BANK
LOAN AND SECURITY
AGREEMENT
THIS SECOND AMENDMENT TO EXPORT-IMPORT BANK LOAN
AND SECURITY AGREEMENT (this “ Agreement ”) is
entered into as of July 24, 2009, by and between SILICON VALLEY
BANK (“ Bank ”) and POKERTEK, INC. , a
North Carolina corporation (“ Borrower ”), with
its principal place of business at 1150 Crews Road, Suite F,
Matthews, North Carolina 28105 (the “ Borrower
”).
Recitals
A. Bank and Borrower have entered into that certain
Export-Import Bank Loan and Security Agreement dated as of July 25,
2008 (as the same has and may continue to be from time to time
further amended, modified, supplemented or restated, the “
Exim Loan Agreement ”).
B. Bank has extended credit to Borrower for the
purposes permitted in the Exim Loan Agreement.
C. Borrower has requested that Bank (i)
extend the Maturity Date, (ii) reduce the Facility Amount, and
(iii) amend certain other provisions of the Loan
Agreement.
D. Although Bank is under no obligation to do so,
Bank is willing to amend certain provisions of the Loan Agreement,
all on the terms and conditions set forth in this Agreement, so
long as Borrower complies with the terms, covenants and conditions
set forth in this Agreement in a timely manner.
Agreement
Now,
Therefore, in
consideration of the foregoing recitals and other good and valuable
consideration, the receipt and adequacy of which is hereby
acknowledged, and intending to be legally bound, the parties hereto
agree as follows:
1. Definitions . Capitalized terms used but not
defined in this Agreement, including its preamble and recitals,
shall have the meanings given to them in the Exim Loan
Agreement.
2. Amendments to Exim Loan Agreement
.
2.1 Section 2.1.1 (Financing of
Accounts) . Section 2.1.1 of the Loan Agreement
is hereby amended by adding clauses (g) immediately after clause
(f) of Section 2.1.1 of the Loan Agreement as follows:
(g) Maximum Advances . The
aggregate face amount of all Financed Receivables outstanding at
any time may not exceed the Exim Committed Line. The
aggregate amount of all Advances outstanding at any time to finance
Exim Eligible Foreign Inventory may not exceed the Exim Inventory
Facility Amount. The sum of the aggregate amount of all
Advances and Domestic Advances outstanding at any time may not
exceed the Exim Facility Limit.
2.2 Section 13 (Definitions)
.
(a) The following terms and their respective
definitions as set forth in Section 13.1 of the Loan Agreement are
hereby deleted in their entirety and replaced in alphabetical order
with the following:
“ Exim Committed Line ” is an
Advance or Advances of up to One Million Five Hundred Fifty-Five
Thousand Five Hundred Dollars ($1,555,500).
“ Exim Maturity Date ” is
July 23, 2010.
(b) The following terms and their respective
definitions are hereby added in alphabetical order to Section 13.1
of the Loan Agreement:
“ Exim Facility Limit ” is
Two Million Five Hundred Thousand Dollars ($2,500,000).
“ Exim Inventory Facility Amount
” is Seven Hundred Fifty Thousand Dollars
($750,000).
“ Domestic Advances ” means
an advance under the Domestic Loan Agreement.
3. Limitation of Amendments.
3.1 The amendments set forth in
Section 2 above ar