Second Loan Modification Agreement Sample Contracts

Second Loan Modification Agreement (August 14th, 2018)
Western Capital Resources, Inc. – Consent and Second Loan Modification Agreement (November 14th, 2017)

THIS CONSENT AND SECOND LOAN MODIFICATION AGREEMENT (this "Agreement"), is made and entered into as of July 18, 2017 but effective as of July 1, 2017, by and among WESTERN CAPITAL RESOURCES, INC., a Delaware corporation (the "Borrower"), EACH OF THE UNDERSIGNED SUBSIDIARIES OF THE BORROWER (together with the Borrower, collectively, the "Loan Parties", and each, individually, a "Loan Party"), and FIFTH THIRD BANK, an Ohio corporation (together with its successors and assigns, the "Lender").

Merchants Bancorp – Second Loan Modification Agreement (September 25th, 2017)

This Second Loan Modification Agreement (Agreement) is made this day of September, 2013 to be effective the day of September, 2013 and is entered into at Indianapolis, Indiana, by and among The Huntington National Bank, a national banking association (Lender), with a principal mailing address of 45 North Pennsylvania Street, Suite 200, Indianapolis, Indiana 46204; Merchants Bancorp, an Indiana corporation (Borrower), with a principal mailing address of 11711 North Meridian Street, Suite 528, Carmel, Indiana 46032; and Providence Bank, a Missouri state banking corporation (Providence Bank), with a principal mailing address of 815 West Stadium Boulevard, Jefferson City, Missouri 65109.

Merchants Bancorp – Second Loan Modification Agreement (July 27th, 2017)

This Second Loan Modification Agreement (Agreement) is made this day of September, 2013 to be effective the day of September, 2013 and is entered into at Indianapolis, Indiana, by and among The Huntington National Bank, a national banking association (Lender), with a principal mailing address of 45 North Pennsylvania Street, Suite 200, Indianapolis, Indiana 46204; Merchants Bancorp, an Indiana corporation (Borrower), with a principal mailing address of 11711 North Meridian Street, Suite 528, Carmel, Indiana 46032; and Providence Bank, a Missouri state banking corporation (Providence Bank), with a principal mailing address of 815 West Stadium Boulevard, Jefferson City, Missouri 65109.

Second Loan Modification Agreement (June 2nd, 2017)

This Second Loan Modification Agreement (this Loan Modification Agreement) is entered into as of May 9, 2017, by and among (a) SILICON VALLEY BANK, a California corporation (SVB), in its capacity as Administrative Agent (Agent), (b) SVB, as a Revolving Line Lender and as a Term Loan Lender, MIDCAP FUNDING IV TRUST, a Delaware statutory trust, as a Revolving Line Lender (in such capacity and together with its successors and assigns, MidCap Revolving Line Lender), MIDCAP FUNDING III TRUST, a Delaware Statutory Trust and ELM 2016-1 TRUST, a Delaware statutory trust, each as a Term Loan Lender (in such capacity and together with their respective successors and assigns, MidCap Term Loan Lender; SVB, the MidCap Revolving Line Lender and the MidCap Term Loan Lender are each referred to herein as a Lender and collectively, the Lenders), and (c) VERICEL CORPORATION, a Michigan corporation (the Borrower).

Second Loan Modification Agreement and Consent (March 6th, 2017)

THIS SECOND LOAN MODIFICATION AGREEMENT AND CONSENT, dated as of March 3, 2017 (this Modification Agreement) is entered into by and among CV PROPCO, LLC, a Nevada limited liability company (Borrower), NP TROPICANA LLC, a Nevada limited liability company (Leasehold Holder), NP LANDCO HOLDCO LLC, a Nevada limited liability company (Holdco), DEUTSCHE BANK AG CAYMAN ISLANDS BRANCH (in its capacity as a Lender, Deutsche Bank), as a Lender and as administrative agent for the Lenders (in its capacity as administrative agent for the Lenders, the Administrative Agent) and JPMORGAN CHASE BANK, N.A. (JPMorgan) as a Lender and as syndication agent (in such capacity, Syndication Agent).

Second Loan Modification Agreement (March 2nd, 2017)

THIS SECOND LOAN MODIFICATION AGREEMENT (this "Agreement"), is made as of the 28th day of February, 2017, by and between OPTICAL CABLE CORPORATION, a Virginia corporation (the "Borrower"), and BANK OF NORTH CAROLINA, a North Carolina banking corporation (the "Lender").

Ari Network Svcs – Second Loan Modification Agreement (November 4th, 2016)

This Second Loan Modification Agreement (this Loan Modification Agreement) is entered into as of November 1, 2016 (the Second Loan Modification Effective Date), by and among (i) SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 230 West Monroe Street, Suite 720, Chicago, Illinois 60606 (Bank), (ii) ARI NETWORK SERVICES, INC., a Wisconsin corporation (ARI) and (iii) PROJECT VIKING II ACQUISITION, INC., a Wisconsin corporation (Viking, and together with ARI, individually and collectively, jointly and severally, the Borrower).

Paycom Software, Inc. – Second Loan Modification Agreement (November 3rd, 2016)

THIS SECOND LOAN MODIFICATION AGREEMENT ("Agreement") is made and entered into effective as of August 2, 2016 (the "Effective Date"), by and between KIRKPATRICK BANK, an Oklahoma banking ("Lender), and PAYCOM PAYROLL, LLC, a Delaware limited liability company ("Borrower"), with reference to the following:

Second Loan Modification Agreement (October 27th, 2016)

This Second Loan Modification Agreement (this "Loan Modification Agreement") is entered into as of _______________, 2016, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 ("Bank") and LIMELIGHT NETWORKS, INC., a Delaware corporation with its principal place of business at 222 South Mill Avenue, 8th Floor, Tempe, Arizona 85281 ("Borrower").

Real Goods Solar – Second Loan Modification Agreement (August 24th, 2016)

This Second Loan Modification Agreement (this "Loan Modification Agreement") is entered into as of August 22, 20 !6, by and among SOLAR SOLUTIONS AND DISTRIBUTION, LLC, a Colorado limited liability company ("Lender"), and REAL GOODS SOLAR, INC., a Colorado corporation ("RGS"), RGS FINANCING, INC., a Colorado corporation ("RGSF"), REAL GOODS ENERGY TECH, INC., a Colorado corporation ("Real Goods Energy"), ALTERIS RENEW ABLES, INC., a Delaware corporation ("Aiteris") and REAL GOODS SYNDICATED, INC., a Delaware corporation ("Syndicated"), MERCURY ENERGY, INC., a Delaware corporation ("Mercury"), REAL GOODS SOLAR, INC. -MERCURY SOLAR, a New York corporation ("Mercury Solar"), ELEMENTAL ENERGY, LLC, a Hawaii limited liability company ("Elemental"), and SUNETRIC MANAGEMENT LLC, a Delaware limited liability company ("Sunetl"ic", and together with RGS, RGSF, Real Goods Energy, Alteris, Syndicated, Mercury, Mercury Solar, Elemental, and Sunetric individually and collectively, jointly and severa

Art's-Way Manufacturing Co., Inc. – Second Loan Modification Agreement (July 15th, 2016)

THIS SECOND LOAN MODIFICATION AGREEMENT (this "Agreement") is by and among ART'S WAY MANUFACTURING CO., INC., a Delaware corporation (the "Borrower"), Art's-Way Scientific, Inc., an Iowa corporation ("Scientific"), Art's-Way Vessels, Inc., an Iowa corporation ("Vessels"), Ohio Metal Working Products/Art's-Way, Inc., an Ohio corporation ("Ohio Metal"; together, with Scientific and Vessels, collectively, the "Guarantors"), and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the "Bank"), and is made as of the date shown opposite the Bank's signature on the signature page (the "Agreement Date"), but shall be deemed effective with respect to the modifications set forth in Section 3 as of July 11, 2016 (the "Effective Date"), subject to the terms and conditions below.

Second Loan Modification Agreement (February 4th, 2016)

This Second Loan Modification Agreement (this "Loan Modification Agreement") is entered into as of January 29, 2016, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 2755 East Cottonwood Parkway, Suite 540, Salt Lake City, Utah 84121 ("Bank") and CONTROL4 CORPORATION, a Delaware corporation with its chief executive office located at 11734 S. Election Road, Suite 200, Draper, Utah 84020 ("Borrower").

Second Loan Modification Agreement (November 5th, 2015)

This Second Loan Modification Agreement (this "Loan Modification Agreement") is entered into as of September 17, 2015 (the "Second Loan Modification Effective Date"), by and among (i) SILICON VALLEY BANK, a California corporation with a loan production office located at 2400 Hanover Street, Palo Alto, CA 94304 ("Bank"), (ii) OCLARO, INC., a Delaware corporation ("Parent") and (iii) OCLARO TECHNOLOGY LIMITED, a company incorporated under the laws of England and Wales, with company number 02298887 and its registered address at Caswell Towcester, Northamptonshire NN12 8EQ, UK ("Borrower").

Verisilicon Holdings Co Ltd – Second Loan Modification Agreement (May 19th, 2015)

This Second Loan Modification Agreement (Agreement) is made as of July 1, 2010, by and among CATHAY BANK (Bank), VERISILICON, INC. (Company) and VERISILICON HOLDINGS CO., LTD, formerly known as VERISILICON HOLDINGS (Cayman Islands) Co., Ltd. (Parent and together with Company, the Borrowers and each a Borrower).

Consent, Joinder and Second Loan Modification Agreement (March 3rd, 2015)

This Consent, Joinder and Second Loan Modification Agreement (this "Loan Modification Agreement") is entered into as of November 19, 2014 (the "Second Loan Modification Effective Date"), by and among (i) SILICON VALLEY BANK, a California corporation with a loan production office located at 14185 Dallas Parkway, Suite 760, Dallas TX 75254 ("Bank"), (ii) MAVENIR SYSTEMS, INC., a Delaware corporation ("Mavenir"), (iii) MAVENIR HOLDINGS, INC., a Delaware corporation ("Holdings"), (iv) MAVENIR SYSTEMS IP HOLDINGS, LLC, a Delaware limited liability company ("Mavenir IP") each with offices located at 1700 International Parkway, Suite 200, Richardson, TX 75081, (v) MAVENIR SYSTEMS HOLDINGS LIMITED, a company registered under the laws of England and Wales under company number 05181808 whose registered office is at 76 Wallingford Road, Shillingford, Oxfordshire OX10 7EU, United Kingdom ("U.K. Holdings"), (vi) MAVENIR SYSTEMS UK LIMITED, a company registered under the laws of England and Wales un

Second Loan Modification Agreement (February 20th, 2015)

This Second Loan Modification Agreement ("Second Modification") modifies the Credit Agreement dated February 11, 2013 ("Agreement"), regarding a revolving line of credit currently in the maximum principal amount of $40,000,000 (the "Loan"), executed by BLUE NILE, INC. ("Borrower") and U.S. BANK NATIONAL ASSOCIATION ("Lender"). Terms used in this Second Modification and defined in the Agreement shall have the meaning given to such terms in the Agreement. For mutual consideration, Borrower and Lender agree to amend the Agreement as follows:

Inland Real Estate Income Trust, Inc. – Consent to Sale, Assumptions and Second Loan Modification Agreement (December 22nd, 2014)

THIS CONSENT TO SALE, ASSUMPTIONS AND SECOND LOAN MODIFICATION AGREEMENT ("Agreement" and the "Consent to Sale, Assumptions and Second Loan Modification Agreement") is made effective as of December 15, 2014 (the "Effective Date"), by and among KRG BRANSON HILLS, LLC, a Delaware limited liability company, formerly known as Inland Diversified Branson Hills, L.L.C. (the "Borrower"), KITE REALTY GROUP, L.P., a Delaware limited partnership (the "Guarantor"), IREIT BRANSON HILLS, L.L.C., a Delaware limited liability company (the "Replacement Borrower") and INLAND REAL ESTATE INCOME TRUST, INC., a Maryland corporation (the "Replacement Guarantor") (the Borrower, the Guarantor, the Replacement Borrower and the Replacement Guarantor are hereinafter each individually on a joint and several basis referred to as, a "Loan Party" and all collectively on a joint and several basis referred to as, the "Loan Parties") and PNC BANK, NATIONAL ASSOCIATION, a national banking association and its successors

Inland Real Estate Income Trust, Inc. – Consent to Sale, Assumptions and Second Loan Modification Agreement (December 22nd, 2014)

THIS CONSENT TO SALE, ASSUMPTIONS AND SECOND LOAN MODIFICATION AGREEMENT ("Agreement") is made effective as of December 15, 2014 (the "Effective Date"), by and among KRG NEENAH FOX POINT, L.L.C., a Delaware limited liability company, formerly known as Inland Diversified Neenah Fox Point, L.L.C. (the "Borrower"), KITE REALTY GROUP, L.P., a Delaware limited partnership (the "Guarantor"), IREIT NEENAH FOX POINT, L.L.C., a Delaware limited liability company (the "Replacement Borrower") and INLAND REAL ESTATE INCOME TRUST, INC., a Maryland corporation (the "Replacement Guarantor") (the Borrower, the Guarantor, the Replacement Borrower and the Replacement Guarantor are hereinafter each individually on a joint and several basis referred to as, a "Loan Party" and all collectively on a joint and several basis referred to as, the "Loan Parties") and PNC BANK, NATIONAL ASSOCIATION, a national banking association and its successors and assigns (collectively, the "Lender").

Inland Real Estate Income Trust, Inc. – Consent to Sale, Assumptions and Second Loan Modification Agreement (December 22nd, 2014)

THIS CONSENT TO SALE, ASSUMPTIONS AND SECOND LOAN MODIFICATION AGREEMENT ("Agreement") is made effective as of December 15, 2014 (the "Effective Date"), by and among KRG PLEASANT PRAIRIE RIDGE, LLC, a Delaware limited liability company, formerly known as Inland Diversified Pleasant Prairie Ridge, L.L.C. (the "Borrower"), KITE REALTY GROUP, L.P., a Delaware limited partnership (the "Guarantor"), IREIT PLEASANT PRAIRIE RIDGE, L.L.C., a Delaware limited liability company (the "Replacement Borrower") and INLAND REAL ESTATE INCOME TRUST, INC., a Maryland corporation (the "Replacement Guarantor") (the Borrower, the Guarantor, the Replacement Borrower and the Replacement Guarantor are hereinafter each individually on a joint and several basis referred to as, a "Loan Party" and all collectively on a joint and several basis referred to as, the "Loan Parties") and PNC BANK, NATIONAL ASSOCIATION, a national banking association and its successors and assigns (collectively, the "Lender").

Second Loan Modification Agreement (December 19th, 2014)

This Second Loan Modification Agreement (this Loan Modification Agreement) is entered into as of November 25, 2014, by and between SILICON VALLEY BANK, a California corporation with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (Bank), and ELEVEN BIOTHERAPEUTICS, INC., a Delaware corporation with its chief executive office located at 215 First Street, Cambridge, Massachusetts 02142 (Borrower).

Paycom Software, Inc. – Second Loan Modification Agreement (August 8th, 2014)

THIS SECOND LOAN MODIFICATION AGREEMENT (Agreement) is made and entered into effective as of June 17, 2014 (the Effective Date), by and between KIRKPATRICK BANK, an Oklahoma banking (Lender), and PAYCOM PAYROLL, LLC, a Delaware limited liability company (Borrower), with reference to the following:

Everyday Health, Inc. – Second Loan Modification Agreement (February 24th, 2014)

This Second Loan Modification Agreement (this "Loan Modification Agreement") is entered into as of December 21, 2011, by and among (a) SILICON VALLEY BANK, a California corporation ("Bank"), with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 with a loan production office located at 505 Fifth Avenue, 11th Floor, New York, New York 10017, and (b) EVERYDAY HEALTH, INC., a Delaware corporation ("Everyday Health"), with its principal place of business at 345 Hudson Street, 16th Floor, New York, New York 10014, EVERYDAY HEALTH MEDIA, LLC, a Delaware limited liability company ("Media"), with its principal place of business at 345 Hudson Street, 16th Floor, New York, New York 10014 and MEDPAGE TODAY, L.L.C., a New Jersey limited liability company ("MedPage"), with its principal place of business at Overlook at Great Notch, 150 Clove Road, 10th Floor, Little Falls, New Jersey 07424 (Everyday Health, Media and MedPage are hereinafter jointly and severally, i

Second Loan Modification Agreement (February 19th, 2014)

This Second Loan Modification Agreement (this Loan Modification Agreement) is entered into as of February 18, 2014, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 8705 SW Nimbus, Suite 240, Beaverton, Oregon 97008 (Bank) and JIVE SOFTWARE, INC., a Delaware corporation, with its principal place of business at 915 SW Stark Street, Suite 400, Portland, Oregon 97205 (Borrower).

Sagent Pharmaceuticals Inc. – Second Loan Modification Agreement (September 24th, 2013)

This Second Loan Modification Agreement (this Loan Modification Agreement) is entered into as of September 23, 2013, by and among (a) SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 230 West Monroe, Suite 720, Chicago, Illinois 60606 (Bank) and (b) (i) SAGENT PHARMACEUTICALS, INC., a Delaware corporation (Sagent Delaware) and (ii) SAGENT PHARMACEUTICALS, a Wyoming corporation (Sagent Wyoming; and together with Sagent Delaware, jointly and severally, individually and collectively, Borrower), each with a chief executive office located at 1901 North Roselle Road, Suite 700, Schaumburg, Illinois, 60195.

Second Loan Modification Agreement (Working Capital Line of Credit) (August 14th, 2013)

This Second Loan Modification Agreement (this "Loan Modification Agreement") is entered into as of May 7, 2013, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 ("Bank") and ALIMERA SCIENCES, INC., a Delaware corporation, with its chief executive office located at 6120 Windward Parkway, Suite 290, Alpharetta, Georgia 30005 ("Borrower").

Second Loan Modification Agreement (April 30th, 2013)

This Second Loan Modification Agreement (this Loan Modification Agreement) is entered into as of April 29, 2013, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (Bank) and BRIGHTCOVE INC., a Delaware corporation with its principal place of business at 290 Congress Street, Boston, Massachusetts 02210 (Borrower).

Second Loan Modification Agreement (October 25th, 2012)

This Second Loan Modification Agreement (this "Agreement") is made on October 4, 2012, by and among Sun Blueberry Hill LLC, a Michigan limited liability company ("Sun Blueberry Hill"); Sun Grand Lake LLC, a Michigan limited liability company ("Sun Grand Lake"); Sun Three Lakes LLC, a Michigan limited liability company ("Sun Three Lakes"); Sun Club Naples LLC, a Michigan limited liability company ("Sun Club Naples"); Sun Naples Gardens LLC, a Michigan limited liability company ("Sun Naples Gardens"); and Sun North Lake Estates LLC, a Michigan limited liability company ("Sun North Lake Estates") (collectively, "Borrower"), Sun Communities Operating Limited Partnership, a Michigan limited partnership (the "Guarantor"), Bank of America, N.A., a national banking association ("Bank of America"), The PrivateBank and Trust Company, an Illinois state chartered bank ( "The PrivateBank") (Bank of America and The PrivateBank are collectively referred to herein as the "Lenders" and individually, a

Pokertek – Second Loan Modification Agreement (July 27th, 2012)

THIS SECOND LOAN MODIFICATION AGREEMENT (the "Agreement"), is made and entered into as of July 23, 2012 by and between POKERTEK, INC. a North Carolina corporation, (the "Company") on the one hand, and Gehrig White and Arthur Lomax (collectively, the "Lenders"), on the other hand.

Glowpoint Inc – Second Loan Modification Agreement (June 14th, 2012)

This Second Loan Modification Agreement (this Loan Modification Agreement) is entered into as of June 12, 2012, by and between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (Bank), and GLOWPOINT, INC., a Delaware corporation, and GP COMMUNICATIONS, LLC, a Delaware limited liability company, each with offices located at 430 Mountain Avenue, Suite 301, Murray Hill, New Jersey 07974 (individually and collectively, jointly and severally, the Borrower).

Second Loan Modification Agreement (May 4th, 2012)

This Second Loan Modification Agreement (this "Loan Modification Agreement") is entered into as of April 30, 2012 (the "Second Loan Modification Effective Date"), by and between (i) SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 ("Bank"), and (ii) GTT-EMEA, LTD., a private limited liability company incorporated and registered in England and Wales with offices located at 5th Floor, Morley House, 26 Holborn Viaduct, London EC1A 2AT ("EMEA") PACKETEXCHANGE (IRELAND) LIMITED., a company incorporated and existing under the laws of Ireland with registered number 373202, and whose registered address is 24-26 City Quay, Dublin 2 Ireland ("PEIRL") and PACKETEXCHANGE (EUROPE) LIMITED., a private limited company incorporated and registered in England and Wales under company number 05164474 ("PELTD", and together with EMEA and PEIRL, individually and collectively, jointly and severally, the "Borrowe

Joinder and Second Loan Modification Agreement (May 4th, 2012)

This Joinder and Second Loan Modification Agreement (this "Loan Modification Agreement") is entered into as of April 30, 2012 (the "Second Loan Modification Effective Date"), by and between (i) SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 ("Bank"); (ii) GLOBAL TELECOM & TECHNOLOGY, INC., a Delaware corporation ("GTTI"), GLOBAL TELECOM & TECHNOLOGY AMERICAS, INC., a Virginia corporation ("GTTA"), each with offices located at 8484 Westpark Drive, Suite 720, McLean, Virginia 22102, PACKETEXCHANGE (USA), INC., a Delaware corporation ("PEUSA"), PACKETEXCHANGE, INC., a Delaware corporation ("PEINC") and WBS CONNECT, LLC, a Colorado limited liability company with offices located at 8400 E. Crescent Parkway, Suite 600, Greenwood Village, Colorado 80111 ("WBS", and together with GTTI, GTTA, PEINC and PEUSA, individually and collectively, jointly and severally, the "Borrower"); and (iii) nLAYER C

Second Loan Modification Agreement (April 3rd, 2012)

This Second Loan Modification Agreement (this Loan Modification Agreement) is entered into as of March 30, 2012, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 535 Fifth Avenue, 27th Floor, New York, NY 10017 (Bank) and PLUG POWER INC., a Delaware corporation, with its principal place of business at 968 Albany Shaker Road, Latham, New York 12110 (Borrower).

AeroCentury Corp. – Second Loan Modification Agreement (March 12th, 2012)

This Second Loan Modification Agreement (the "Agreement"), dated as of March 8, 2012 and, provided the conditions precedent set forth in Section 4 hereof are satisfied, effective as of April 28, 2012, is entered into by and among AEROCENTURY CORP., a Delaware corporation (the "Borrower"), UNION BANK, N.A., together with CALIFORNIA BANK AND TRUST, UMPQUA BANK and U.S. BANK NATIONAL ASSOCIATION (collectively, the "Lenders" and individually, a "Lender") and UNION BANK, N.A., as Agent ("Agent") with reference to the following facts.

Second Loan Modification Agreement (March 7th, 2012)

THIS SECOND LOAN MODIFICATION AGREEMENT (this Agreement) is made and entered into as of February 14, 2012 by and among UNION BANK, N.A. (Bank), WAGEWORKS, INC., a Delaware corporation (Borrower) and MHM RESOURCES, LLC, a Delaware limited liability company (Closing Date Guarantor), with respect to the following facts: