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EXHIBIT 10.4
TBCC
STREAMLINED FACILITY AGREEMENT
July 29, 1999
Endocare, Inc.
7 Studebaker
Xxxxxx, Xxxxxxxxxx 00000
Ladies and Gentlemen:
This Streamlined Facility Agreement (this "Agreement") is entered
into between Transamerica Business Credit Corporation ("TBCC"), and Endocare,
Inc. ("Borrower"), in connection with the Loan and Security Agreement between
TBCC and Borrower dated July 29, 1999 (the "Loan Agreement"). (This Agreement,
the Loan Agreement, and all other written documents and agreements between TBCC
and Borrower are referred to herein collectively as the "Loan Documents".
Capitalized terms used but not defined in this Agreement, shall have the
meanings set forth in the Loan Agreement.)
This will confirm our agreement that the following provisions (the
"Streamlined Provisions") shall apply, effective on the date hereof, until
terminated as provided below:
1. Borrower will provide TBCC with a monthly Borrowing Base Certificate,
in such form as TBCC shall from time to time specify, within 10 days after the
end of each month, and TBCC shall not require more frequent schedules of
Receivables or other Collateral reporting with respect to the Receivables,
except for the information required in connection with an advance request. In
the event, as of the end of any month, the total of all Loans and all other
Obligations exceeds the Credit Limit, Borrower shall immediately pay the amount
of the excess to TBCC.
2. Delivery of the proceeds of Receivables within one Business Day after
receipt, as called for by Section 1.4 of the Loan Agreement, will not be
required.
3. TBCC will also not require any Depository Account Agreement or Blocked
Account Agreement, as called for by Section 1.8 of the Loan Agreement. In
addition, Borrower will not be required to provide TBCC with copies of invoices
to customers or shipping and delivery receipts, as called for by Section 3.3(a)
of the Loan Agreement, or to report customer credits, returns and recoveries of
merchandise as called for by Section 3.3(b) of the Loan Agreement.
The Streamlined Provisions shall immediately terminate if any Default or
Event of Default occurs and is continuing. Upon any termination of the
Streamlined Provisions, without limiting TBCC's other rights and remedies,
Borrower shall, then and thereafter, provide TBCC
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with such other or additional reporting of Receivables as TBCC shall request
under Section 3.3(a) of the Loan Agreement, comply in all respects with Section
3.3(b), and deliver all proceeds of Receivables to TBCC, within one Business Day
after receipt, as called for by Section 1.4 of the Loan Agreement. Additionally,
Borrower and its bank shall execute and deliver a Blocked Account Agreement or
Depository Account Agreement (as TBCC shall designate), in form and substance
satisfactory to TBCC.
Please confirm your agreement to the foregoing by signing the enclosed
copy of this Agreement and returning it to us.
Sincerely yours,
Transamerica Business Credit Corporation
By: /s/ Xxx Xxxxxxxx
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Title:
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Acknowledged and Agreed.
Endocare, Inc.
By: /s/ Xxxxxxx Xxxxxx
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Title: Senior Vice President
and Chief Financial Officer
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