**Exhibit 10.36**

 

**SILICON VALLEY BANK**

**SPECIALTY FINANCE DIVISION**

 

 

**AMENDMENT TO**

**ACCOUNTS RECEIVABLEFINANCING DOCUMENTS**

 

THIS AMENDMENT TO ACCOUNTS RECEIVABLEFINANCING DOCUMENTS****is entered into between SILICON VALLEYBANK (“Bank”) and INTERWAVE COMMUNICATIONS, INC. (“Borrower”), as of September24, 2003.

 

The Parties agree to amend the AccountsReceivable Financing Agreement between them, dated June 30, 2003 (the“Financing Agreement”), and the letter agreement between them dated June 30,2003 (the “Letter Agreement”) as follows, effective as of the date hereof.  (Capitalized terms used but not defined inthis Amendment, shall have the meanings set forth in the Financing Agreement.)

 

**1.             Facility Amount.**  The definition of “Facility Amount” inSection 1 of the Financing Agreement, which presently reads as follows:

 

“**’FacilityAmount’** is **$1,000,000**, provided that the totaloutstanding Advances under this Agreement and the Exim Agreement (as defined inSection 2A. below) may not exceed $1,000,000.”

 

is amended to read as follows:

 

“**’FacilityAmount’** is **$2,500,000**.”

 

1

----

 

**2.             Deposit Account Control Agreements.**As to any deposit accounts and investment accounts maintained with Wells FargoBank and any other institutions other than Bank, Borrower shall cause WellsFargo Bank and such other institutions, on or before October 15, 2003, to enterinto a control agreement in form acceptable to Bank in its good faith businessjudgment in order to perfect Bank’s first-priority security interest in saiddeposit accounts and investment accounts.

 

**3.             Exim Agreement Deleted.**  The parties acknowledge that the AccountsReceivable Financing Agreement (Exim Facility) proposed to be entered intobetween them was not consummated and is of no force or effect.  Section 2A of the Financing Agreement titled“Exim Agreement; Cross-Collateralization; Cross-Default.“ is hereby deletedfrom the Financing Agreement, and references in the Financing Agreement to“Exim Agreement“ are hereby deleted.

 

**4.             Fee.** In consideration for Bank entering into thisAmendment, Borrower shall concurrently pay Bank a fee in the amount of $12,000,which shall be non-refundable and in addition to all interest and other feespayable to Bank under the Loan Documents. Bank is authorized to charge said fee to Borrower’s loan account.

 

**5.             Representations True.** Borrower represents and warrants to Bank thatall representations and warranties set forth in the Financing Agreement, asamended hereby, are true and correct.

 

**6.             General Provisions.* ***ThisAmendment, the Financing Agreement, any prior written amendments to theFinancing Agreement signed by Bank and Borrower, and the other writtendocuments and agreements between Bank and Borrower set forth in full all of therepresentations and agreements of the parties with respect to the subjectmatter hereof and supersede all prior discussions, representations, agreementsand understandings between the parties with respect to the subject hereof.  Except as herein expressly amended, all ofthe terms and provisions of the Financing Agreement, and all other documentsand agreements between Bank and Borrower shall continue in full force andeffect and the same are hereby ratified and confirmed.  

 
| Borrower:                      | Bank:                |   |
|--------------------------------|----------------------|--------|
|                           |                 |   |
| INTERWAVE COMMUNICATIONS, INC. | SILICON  VALLEY BANK |   |
|                           |                 |   |
|                           |                 |   |
| By                             | /s/ Cal R. Hoagland  |   | By |  /s/ Illegible |   |   |
| Title                          | SVP and CFO          |   | Title | VP |   |   |
|                           |                 |   |

 

2

----