EXHIBIT 10.2
[CHASE LOGO]
March 22, 2006
WHITE ELECTRONIC DESIGNS CORPORATION
▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇
Re: Loan by JPMORGAN CHASE BANK, N.A. (successor by merger to Bank One,
NA (Main Office Chicago)) ("Lender") to WHITE ELECTRONIC DESIGNS
CORPORATION ("Borrower")
Ladies and Gentlemen;
▇▇▇▇▇▇ has extended to Borrower credit pursuant to the Loan and Security
Agreement, dated January 7, 2000 (as amended from time to time, "Loan
Agreement") in the principal amount of $12,000,000.00 (the "Loan") and evidenced
by the Promissory Note, dated June 30, 2000 ("Note"). Capitalized terms used
herein and not otherwise defined shall have the meanings given them the Loan
Agreement.
▇▇▇▇▇▇ and ▇▇▇▇▇▇▇▇ agree to amend the Loan Documents as follows:
1. The definition of "Termination Date" in the Loan Agreement is hereby
amended to mean June 28, 2006.
2. The definition of "Maturity Date" in the Note is hereby amended to mean
June 28, 2006.
All other terms and conditions of the Loan Agreement and the other Loan
Documents shall remain unchanged and in full force and effect. All property or
rights to or interest in property granted as security for the Loan, shall remain
as security for the Loan and the obligations of Borrower in the Loan Documents.
JPMorgan Chase Bank, N.A. - Commercial Banking - PO BOX 71, Phoenix,
AZ 85001-0071
CONSENT AND AGREEMENT
The foregoing amendments are hereby consented and agreed to this 27 day of
March, 2006.
PANELVIEW, INCORPORATED, an Oregon
corporation
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
Title: President & CEO
INTERFACE DATA SYSTEMS, INC., an Arizona
corporation
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
Title: President & CEO
IDS ACQUISITION CORPORATION, an Arizona
corporation
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
Title: President & CEO
GUARANTORS
Please acknowledge your receipt and acceptance of the foregoing terms and
conditions by signing and returning a copy of this letter. In addition, please
obtain the consent and agreement of the Guarantors by having them sign the copy
of this letter to be returned by you.
Sincerely,
JPMORGAN CHASE BANK, N.A., (successor by
merger to BANK ONE, NA, (Main Office Chicago)
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: Senior Vice President
Consented and agreed to
this 27 day of March, 2006.
WHITE ELECTRONIC DESIGNS
CORPORATION, an Indiana corporation
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
Title: President & CEO
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