1
EXHIBIT 10.2
[XXXXX FARGO BANK LETTERHEAD]
July 17, 1997
INTEVAC, INC.
0000 Xxxxxxx Xxxxxx
Xxxxx Xxxxx, XX 00000
Gentlemen:
This letter is to confirm the changes agreed upon between Xxxxx Fargo
Bank, National Association ("Bank") and INTEVAC, INC. ("Borrower") to the terms
and conditions of that certain letter agreement between Bank and Xxxxxxxx dated
as of April 30, 1997, as amended from time to time (the "Agreement"). For
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Bank and Borrower hereby agree that the Agreement shall be amended
as follows to reflect said changes.
1. Paragraph V.13. Is hereby deleted in its entirety, and the following
substituted therefor:
"Not declare or pay any dividend or distribution either in
cash, stock or any other property on Borrower's stock now or hereafter
outstanding, nor redeem, retire, repurchase or otherwise acquire any
shares of any class of Borrower's stock now or hereafter outstanding,
except that Borrower may repurchase up to 350,000 shares of Borrower's
common stock not to exceed $10,000,000.00 in aggregate purchase price."
2. Except as specifically provided herein, all terms and conditions of
the Agreement remain in full force and effect, without waiver or modification.
All terms defined in the Agreement shall have the same meaning when used herein.
This letter and the Agreement shall be read together, as one document.
2
INTEVAC, INC.
July 17, 1997
Page 2
3. Borrower hereby remakes all representations and warranties contained
in the Agreement and reaffirms all covenants set forth therein. Borrower further
certifies that as of the date of Xxxxxxxx's acknowledgment set forth below there
exists no default or defined event of default under the Agreement or any
promissory note or other contract, instrument or document executed in connection
therewith, nor any condition, act or event which with the giving of notice or
the passage of time or both would constitute such a default or defined event of
default.
Your acknowledgment of this letter shall constitute acceptance of the
foregoing terms and conditions.
Sincerely,
XXXXX FARGO BANK,
NATIONAL ASSOCIATION
By: /s/ XXXX XXXX
------------------------
Xxxx Xxxx
Vice President
Acknowledged and accepted as of _____________________, 1997:
INTEVAC, INC.
By: /s/ XXXXXXX X. XXXX XXX
--------------------------------
Title: Chief Financial Officer
