**EXHIBIT 10.3**

 

**Silicon Valley Bank**

 

**Amendment to Loan Documents**

 
| **Borrower:** |   | **InVision Technologies, Inc.** |
|---------------|--------|---------------------------------|
|          |   |                            |
| **Date:**     |   | **June 30, 2003**          |

 

**THISAMENDMENT TO LOAN DOCUMENTS**is entered into between SiliconValley Bank (“Silicon”) and the borrower named above (“Borrower”).

 

Borrower and Silicon agree to amend the Loan andSecurity Agreement between them, dated November 8, 2000 (as otherwiseamended, if at all, the “Loan Agreement”), as follows, effective as of the datehereof.  (Capitalized terms used but notdefined in this Amendment shall have the meanings set forth in the LoanAgreement.) As used herein and the Loan Agreement, the term “Schedule” refersto that certain Amended and Restated Schedule to the Loan Agreement, datedJuly 19, 2002 (as amended (including without limitation pursuant to thisAmendment), restated, supplemented, or otherwise modified from time to time),between Silicon and Borrower, which Schedule (sometimes referred to as the“Amended Schedule” in order to differentiate it from the “Original Schedule”defined therein) forms an integral part of the Loan Agreement.

 

**1.****                                      ModifiedTNW Covenant.** The portion of theMinimum Tangible Net Worth financial covenant set forth in Section 5 of theAmended Schedule that currently reads as follows:

 

“For the fiscal quarterending March 31, 2003:  **$210,000,000**.”

 

hereby is amendedand restated in its entirety to read as follows:

 

“For the fiscal quarterending March 31, 2003:  **$210,000,000**;and

 

“For the fiscal quarterending June 30, 2003:  **$215,000,000**.”

 

* Except as provided inAttachment A hereto,

 

**2.****                                      RepresentationsTrue.** Borrower represents andwarrants to Silicon that all representations and warranties set forth in theLoan Agreement, as amended hereby, are true and correct.

 

**3.****                                      GeneralProvisions.* ***This Amendment, the LoanAgreement, any prior written amendments to the Loan Agreement signed by Siliconand Borrower, and the other written documents and agreements between Siliconand Borrower set forth in full all of the representations and agreements of theparties with respect to the subject matter hereof and supersede all priordiscussions, representations, agreements and understandings between the partieswith respect to the subject hereof. Except as herein expressly amended, all of the terms

 

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and provisions ofthe Loan Agreement, and all other documents and agreements between Silicon andBorrower shall continue in full force and effect and the same are herebyratified and confirmed.

[remainder of pageintentionally left blank; signature page follows]

 

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**INWITNESS WHEREOF,**the parties hereto have caused thisAmendment to be executed and delivered as of the date first above written.

 
| **Borrower:**                    |                                   | **Silicon:**            |
|----------------------------------|----------------------------------------|-------------------------|
|                             |                                   |                    |
| **INVISION  TECHNOLOGIES, INC.** |                                   | **SILICON VALLEY BANK** |
|                             |                                   |                    |
| **By**                           | ** /s/ Donald Mattson**           |                    |   | **By** | ** /s/ Kevin Walsh** |   |
|                             | **President  or Vice President**       |                    |   | **Title** | **VP** |   |
|                             |                                   |                    |   |   |
| **By**                           | ** /s/ Ian Johnston**             |                    |   |   |
|                             | **Secretary  or Ass’t Secretary** |                    |   |   |
|                                  |                                        |                         |  |  |  |  |  |

 

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**AttachmentA**

 

**Locationsof Company and Its Subsidiaries**

 

The chief executiveoffices of the Company and its subsidiaries are presently located at thefollowing addresses:

 
| **Complete Street and Mailing Address, including Country and  Zip Code**                        |   | **Company/Subsidiary**                   |
|-------------------------------------------------------------------------------------------------|--------|------------------------------------------|
|                                                                                            |   |                                     |
| 7151 Gateway Blvd., Newark, CA 94560 (and 7007  Gateway Blvd., Newark, CA 94560)                |   | Company                                  |
| 15175 Innovation Drive, San Diego, CA 92128  (formerly at 7740 Kenamar Ct., San Diego, CA 92121 |   | Subsidiary: Quantum Magnetics, Inc.      |
| 1155 Wallis Street, Eugene, OR 97402                                                            |   | Subsidiary: Inovec, Inc.                 |
| 7151 Gateway Blvd., Newark, CA 94560                                                            |   | Subsidiary: InVision International, Inc. |

 

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