**Exhibit10.24**

 
| Reno Commercial Banking  Group MAC 54649-027 |   | MAC S4659-027                 |
|----------------------------------------------|--------|-------------------------------|
|                                         |   | 5340 Kietzke Lane, Suite  201 |
|                                         |   | Reno, NV 89511                |
|                                         |   | 775 689-6003                  |
|                                         |   | 775-689-6026 Fax              |

 

 

 

                                                                                                                April9, 2003

 

 

GameTech International, Inc.900 Sandhill RoadReno, NV 89511

 

 

Gentlemen:

 

                This letteramendment (this “Amendment”) is to confirm the changes agreed upon betweenWEllS FARGO BANK, NATIONAL ASSOCIATION (“Bank”) and GAMETECH INTERNATIONAL,INC. (“GameTech”) and BINGO TECHNOLOGIES CORPORATION (“Bingo”) (before goingindividually collectively, the “Borrower”) to the terms and conditions *of*that certain letter agreement betweenBank and Borrower dated as *of*August19, 1998, as amended from time to time (the “Agreement”). For valuableconsideration, the receipt and sufficiency *of*which are hereby acknowledged, Bank and Borrower hereby agree thatthe Agreement shall be amended as follows to reflect said changes.

 

 

                1. The firstparagraph of the Agreement is hereby amended to delete Bingo as a “Borrower” asdefined and referenced therein, and Bingo is hereby released as a “Borrower”under the Agreement, as if originally not included as a “Borrower.” Unlessotherwise set forth in the Agreement, each reference in the Agreement to“Borrower” shall mean only GameTech.

 

 

                2. The Agreementis hereby amended by deleting “April 2, 2003” as the last day on which Bankwill make advances under the Line of Credit, and by substituting for said date“April 2, 2004,” with such change to be effective upon the execution anddelivery to Bank of a promissory note substantially in the form *of*Exhibit A attached hereto (whichpromissory note shall replace and be deemed the Line *of*Credit Note defined in and made pursuant to theAgreement) and all other contracts, instruments and documents required by Bankto evidence such change,

 

                3. Paragraph 2 ishereby deleted in its entirety, and the following substituted therefor:

 

“A facility under whichBank will enter into foreign exchange contracts for the account *of*Borrower from time to time up toand—including April 2, 2004, not to exceed at any time the maximum principalamount *of*Two Hundred ThousandUnited States Dollars (US$200,OOO.00) (“Foreign Exchange Facility”),”

 

 

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                4. Paragraph 1.1.1is hereby deleted in its entirety, and the following substituted therefor.

 

                “1.1..1FOREIGN EXCHANGE FACiliTY:

 

 

                Bankwill enter into foreign exchange contracts for the account of Borrower underthe Foreign Exchange Facility for the purchase and/or sale by Borrower inUnited States dollars of foreign currencies designated by Borrower; providedhowever, that the aggregate of all outstanding foreign exchange contracts shallnot at any time exceed the maximum principal amount available under the ForeignExchange Facility, as set forth above. No foreign exchange contract shall beexecuted for a term which extends beyond April 2, 2004. Borrower shall have a“Delivery limit” under the Foreign Exchange Facility not to exceed at any timethe aggregate principal amount of Two Hundred Thousand United States Dollars(US$200,000.00), which Delivery Limit reflects the maximum principal amount ofBorrower’s foreign exchange contracts which may mature during any 2 dayperiod.  All foreign exchangetransactions shall be subject to the additional  terms of a Foreign Exchange Agreement, substantially in theform  of Exhibit B attached hereto(“Foreign Exchange Agreement”), all terms of which are incorporated herein by this reference.”

 

 

                5. Paragraphs V.3.(a) and (b) are hereby deleted in their entirety, and the following substitutedthereof:

 

                “(a)not later than 120 days and as of the end of each fiscal year, an auditedfinancial statement of Borrower, prepared by a certified public accountantacceptable to Bank, to include balance sheet, income statement and statement ofcash flows; 

 

                (b)not later than 45 days after and as of the end of each fiscal quarter, afinancial statement of Borrower, prepared by Borrower, to include balancesheet, income statement, statement of cash flows and an aged listing ofaccounts receivable and accounts payable;”

 

                6. Except asspecifically provided herein, all terms and conditions of the Agreement remainin full force and effect, without waiver or modification. All terms defined inthe Agreement shall have the same meaning when used herein. This Amendment andthe Agreement shall be read together, as one document.

 

                7. Borrower herebyremakes all representations and warranties contained in the Agreement andreaffirms all covenants set forth therein. Borrower further certifies that asof the date of Borrower’s acknowledgment set forth below there exists nodefault or defined event of default under the Agreement or any promissory noteor other contract, instrument or document

 

 

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executed in connection therewith, nor any condition, act or event whichwith the giving of notice or the passage of time or both would constitute sucha default or defined event of default.

 

 

                Youracknowledgment of this Amendment shal.l constitute acceptance of the foregoingterms and conditions.

 
|   | Sincerely,           |
|--------|----------------------|
|   |                 |   |
|   | WELLS FARGO BANK     |
|   |                 |
|   | NATIONAL ASSOCIATION |
|   |                 |   |
|   | By:                  | /s/ Debbie Fuetsch |
|   |                 | Debbie Fuetsch |
|   |                 | Vice President |

 

 

Acknowledged and accepted as of * 4/22/03  *:

 
| GAMETECH INTERNATIONAL, INC. |                    |   |
|------------------------------|-------------------------|--------|
|                         |                    |   |   |
| By:                          | /s/ Andrejs K. Bunkse   |   |   |
|                         |                    |   |   |
| Title:                       | VP—General Counsel |   |   |

 

 

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