EXHIBIT 10.33
AMENDMENT TO SCHEDULE TO LOAN AGREEMENT
APRIL 29, 1999
Seer Technologies, Inc.
▇▇▇▇▇ ▇ Systems, Inc.
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▇▇▇▇, ▇▇ ▇▇▇▇▇
Gentlemen:
Reference is made to the Loan and Security Agreement between us dated March
31, 1999 (as amended, the "Loan Agreement"). (Capitalized terms used in the
Agreement, which are not defined, shall have the meanings set forth in the Loan
Agreement. The Loan Agreement and all other present and future documents and
agreements relating thereto are collectively referred to herein as the "Loan
Documents".)
This will conform our agreement to amend Section 1(b) of the Schedule to
the Loan Agreement to read as follows:
"(b) Receivable Loans-Reserve. From the Receivable Loans available
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to Borrower under subparagraph (a) above, Greyrock shall withhold a reserve (the
"Reserve") in an initial amount of $583,333, concurrently herewith. The Reserve
shall increase by $83,333 per month, commencing on May 31, 1999, and continuing
on the last day of each succeeding month until December 31, 1999; commencing on
December 31, 1999 and continuing on the on the last day of each succeeding
month, the Reserve shall increase by $375,000 per month. If on a date on which
the amount of the Reserve is to be increased, the Borrower does not have
Receivable Loans available to it in an amount equal to the amount of the
increase in the Reserve, then Borrower shall immediately make a payment to
Greyrock to be applied to the outstanding Receivable Loans, so that, after
giving effect to such payment, Borrower will have Receivable Loans available to
it in an amount equal to the amount of the increase in the Reserve."
As herein expressly modified the Loan Agreement shall continue in full
force and effect and the same is hereby ratified and confirmed. The Amendment
and the other Loan Documents set forth in full all of the representations and
agreements of the parties with respect to the subject matter hereof and
supersede all prior discussions, oral representations, oral agreements and oral
understandings between the parties with respect to the subject matter hereof.
This Amendment may not be modified or amended, nor may any rights hereunder
be waived, except in writing signed by the parties hereto. This Amendment is
being entered into, and shall be governed by the laws of the State of
California.
Sincerely yours,
GREYROCK CAPITAL,
a Division of NationsCredit Commercial
Corporation
By /s/▇▇▇▇ ▇▇▇▇▇▇
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Title Senior Vice President
Accepted and agreed
SEER TECHNOLOGIES, INC LEVEL 8 SYSTEMS, INC.
By /s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ By /s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇
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President or Vice President President or Vice President
By /s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ By /s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Secretary or Ass't Secretary Secretary or Ass't Secretary