EXHIBIT 10.17.2
Silicon Valley Bank
Amendment to Loan Documents
Borrower: Natus Medical Incorporated
Address: 0000 Xxxxxxxxxx Xxxx
Xxx Xxxxxx, Xxxxxxxxxx 00000
Date: June 18, 2001
THIS AMENDMENT TO LOAN DOCUMENTS is entered into between SILICON VALLEY
BANK ("Silicon") and the borrower named above (the "Borrower"), with reference
to the various loan and security agreements and other documents, instruments and
agreements between silicon and Borrower (or its predecessor-in-interest(s)),
including but not limited to that certain Amended and Restated Loan and Security
Agreement, dated April 2, 1998 (as amended, if at all, the "Existing Loan
Agreement"; the Existing Loan Agreement and all related documents, instruments
and agreements may be referred to collectively herein as the "Existing Loan
Documents").
The Parties agree to amend the Existing Loan Documents, as follows:
1. Present Loan Balance. Borrower acknowledges that the present unpaid
principal balance of the Borrower's indebtedness, liabilities and obligations to
Silicon under the Existing Loan Documents, including interest accrued through
6/18/2001 is $1,000,000.00 (the "Present Loan Balance"), and that said sum is
due and owing without any defense, offset, or counterclaim of any kind.
2. Amendment to Existing Loan Documents. The Existing Loan Documents are
hereby amended in their entirety to read as set forth in the Loan and Security
Agreement, and related documents, being executed concurrently (collectively, the
"New Loan Documents"). The Borrower acknowledges that the Present Loan Balance
shall be the opening balance of the Loans pursuant to the New Loan Documents as
of the date hereof, and shall, for all purposes, be deemed to be Loans made by
Silicon to the Borrower pursuant to the New Loan Documents. Notwithstanding the
execution of the New Loan Documents, the following Existing Loan Documents shall
continue in full force and effect and shall continue to secure all present and
future indebtedness, liabilities, guarantees and other Obligations (as defined
in the New Loan Documents): All standard documents of Silicon entered into by
the Borrower in connection with Letters of Credit and/or Foreign Exchange
Contracts; all security agreements, collateral assignments and mortgages,
including but not limited to those relating to patents, trademarks, copyrights
and other intellectual property (including that certain Collateral Assignment,
Patent Mortgage and Security Agreement, dated May 18, 1994 (as amended, if at
all)); all lockbox agreements and/or blocked account agreements; and all UCC-1
financing statements and other
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documents filed with governmental offices which perfect liens or security
interests in favor of Silicon. In addition, in the event the Borrower has
previously issued any stock options, stock purchase warrants or securities to
Silicon, the same and all documents and agreements relating thereto shall also
continue in full force and effect.
3. General Provisions. This Amendment and the New 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,
representations, agreements and understandings between the parties with respect
to the subject hereof.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed and delivered as of the date first above written.
Borrower: Silicon:
NATUS MEDICAL INCORPORATED SILICON VALLEY BANK
By /s/ Xxx Xxxxxxx By (signature illegible)
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President or Vice President Title Account Manager
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By /s/ Xxxxxxx Xxxxxxxxx
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Secretary or Ass't Secretary
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