a101fourthamendment2020






                FOURTH AMENDMENT TO COMMERCIAL    BUSINESS LOAN AGREEMENT FOR TERM LOANS AND LINES OF CREDIT                                              THIS  FOURTH  AMENDMENT  TO  COMMERICAL  BUSINESS  LOAN  AGREEMENT  FOR  TERM  LOANS  AND  LINES  OF  CREDIT           (this  “Fourth  Amendment”) is dated May 1, 2020, by and among VIEMED, INC., a Delaware corporation  (“Viemed”), SLEEP MANAGEMENT, L.L.C. (“Sleep Management”), a Louisiana limited  liability company, and HOME SLEEP DELIVERED, L.L.C. (“Home Sleep”), a Louisiana  limited  liability  company  (collectively,  the  “Borrower”),  and HANCOCK WHITNEY  BANK, a Mississippi state chartered bank, formally known as Whitney Bank (the “Lender”).   The Borrower, Guarantor, if any, and any other person who may be liable now or in the future  for any portion of any Loans are referred to as “Obligor”, which term means individually,  collectively, and interchangeably any, each and/or all of them.                                R E C I T A L S:         A.   Borrower and Lender are parties to that certain Commercial Business Loan  Agreement for Term Loans and Lines of Credit dated February 21, 2018, pursuant to which  the Lender established in favor of Borrower, among other things, a revolving line of credit in  the  maximum  aggregate  principal  amount  of  $5,000,000.00  (collectively,  with  all  past,  present and future amendments and/or restatements, the “Agreement”).         B.    Borrower  has  now  applied  to  Lender  to  renew  an  existing  $10,000,000.00  revolving line of credit.          C.    Lender, subject to the terms and conditions of this Fourth Amendment, has  agreed to Borrower’s requests.            NOW, THEREFORE, in consideration of the mutual covenants hereunder set forth,  Borrower and Lender do hereby covenant and agree to amend the Agreement as follows:    1.    Revisions to Article A – The Loan or Loans.            A.   The first  subsection  of  Section  A  of  the  Agreement,  entitled  “A  LINE  OF  CREDIT LOAN,” is hereby deleted in its entirety and replaced as follows:                A LINE OF CREDIT LOAN  (the “Line of Credit,” which term shall include        all  renewals,  extensions  or  modifications  thereof)  to  Borrower  in  the  maximum        principal amount of Ten Million and no/100 ($10,000,000.00) dollars, bearing interest        at a variable rate equal to the Wall Street Journal Prime Rate less a margin of .50%,        floating  daily,  per  annum  from  date  of  advance  until  paid,  payable  in  monthly        installments of interest only, payable in arrears, commencing on June 1, 2020, and        continuing  on  the same day  of  each  month  thereafter,  with  a  final  payment  of  all        principal and outstanding interest due and payable on May 1, 2023. The Line of Credit        shall  be  represented  by  Bank’s  standard  form  of  commercial  note  containing                                         4th  Amendment                                           Hancock Whitney Bank                                      1   





 






      additional  terms  and  conditions  (the  “Revolving  Note”).   The  term  “Wall  Street        Journal  Prime Rate” shall have the meaning set forth in the Revolving Note, and,        notwithstanding any other provision of this Agreement, at no time shall the interest        rate on the Revolving Note be less than three and one-half percent (3.50%) per annum.    2.   Expenses.  Borrower  will  pay  all  of  the  costs,  expenses  and  fees  incurred  in  connection  with  the  Agreement,  as  documented  pursuant  to  the  original  Agreement,  as  modified by this Fourth Amendment and any future amendments, including attorneys’ fees  and appraisal fees.    3.   Confirmation of Loan Documents and Security.  Each Obligor understands and  agrees  that  all  other  terms,  conditions,  and  provisions  of  the  Agreement  and/or the  Loan  Documents  shall  remain  in  full  force  and  effect.   All  of  the  liens,  privileges,  mortgages,  security interests, priorities, and equities existing and to exist under and in accordance with  the terms of the Agreement, as amended, the Revolving Note, and the Loan Documents are  hereby extended and carried forward as security for the Agreement, the Revolving Note, the  Loans, and all other indebtedness, obligations, and liabilities of the Borrower to Lender.    4.   Representations; Resolutions.  As of the date hereof, and after giving effect to this  Fourth Amendment, each Obligor confirms, reaffirms, and restates the representations and  warranties  set  forth  in  the  Agreement  and  the  Loan  Documents.  Each  Obligor  further  confirms  and  reaffirms  each  and  every  resolution,  certificate,  consent,  and/or  other  authorization provided to Lender, and further represents that each such resolution, certificate,  consent, and/or other authorization (i) remains in full force and effect, (ii) stands of record on  the  books  of  such  Obligor,  and  (iii)  may  be  relied  upon  by  Lender,  including  without  limitation the Authorizations given by Borrower and Guarantor on or about February 21,  2018, as well as any before or after.    5.   No Right of Setoff; Release of Claims.  Borrower acknowledges that as of the date  of this Fourth Amendment, Borrower has no right to setoff any amount against the amounts  owed  by Borrower to Lender.   In consideration of this Fourth Amendment, each Obligor  further releases Lender from any and all claims arising on or prior to the date of this Fourth  Amendment,  known  or  unknown,  in  connection  with  the  Agreement,  the  Loans,  the  Revolving Note, and/or the Loan Documents.     6.   No  Course  of  Dealing.  This  Fourth  Amendment  shall  not  establish  a  course  of  dealing or be construed as evidence of any willingness on Lender’s part to grant other or  future amendments, should any be requested, and Lender is under no obligation to grant or  approve such other or future amendments.     7.   AMENDMENT.  THE AGREEMENT AND THIS FOURTH AMENDMENT  ARE  CREDIT  OR  LOAN  AGREEMENTS  AS  DESCRIBED  IN  LOUISIANA  REVISED  STATUTES  6:1121, ET  SEQ. THERE  ARE NO ORAL AGREEMENTS  BETWEEN LENDER AND ANY OBLIGOR.  THE AGREEMENT, AS AMENDED  BY THIS FOURTH AMENDMENT, THE REVOLVING NOTE, AND THE LOAN                                        4th  Amendment                                           Hancock Whitney Bank                                      2   





 






DOCUMENTS SET FORTH THE ENTIRE AGREEMENT OF THE PARTIES WITH  RESPECT  TO  THE  SUBJECT  MATTER  HEREOF  AND  THEREOF  AND  SUPERSEDE ALL PRIOR WRITTEN AND ORAL UNDERSTANDINGS BETWEEN  THE PARTIES WITH RESPECT TO THE MATTERS HEREIN SET FORTH. THE  AGREEMENT, AS AMENDED BY THIS FOURTH AMENDMENT, MAY NOT BE  MODIFIED OR AMENDED EXCEPT BY A WRITING SIGNED AND DELIVERED  BY BORROWER AND LENDER.    8.   Miscellaneous provisions.           a.    This Fourth Amendment shall be governed by and construed in accordance  with the laws of the State of Louisiana.  This Fourth Amendment may be executed in any  number of counterparts, all of which counterparts, when taken together, shall constitute one  and the same instrument.           b.   Except  as  expressly  amended  herein,  the  Agreement  and  all  of  the  terms,  conditions,  and  provisions  set  forth  therein  shall  continue  in  full  force  and  effect.  The  Agreement, as amended by this Fourth Amendment, is hereby ratified and confirmed by the  parties hereto.            c.    No  novation  or  satisfaction  of  any  indebtedness,  obligations,  and/or  liabilities owed by any Obligor to Lender is intended by this Fourth Amendment.            d.   Unless specifically defined in this Fourth Amendment, capitalized terms used  herein shall have the meanings set forth in the Agreement.     9.   USA Patriot Act.  Lender is subject to the USA Patriot Act (Title III of Pub. L. 107- 56 (signed into law October 26, 2001)) (the “Act”) and Lender hereby notifies Borrower that  pursuant  to  the  requirements  of  the  Act,  Lender  is  required  to  obtain,  verify,  and  record  information that identifies Borrower, which information includes the name and address of  Borrower and other information that will allow Lender to identify Borrower in accordance  with  the  Act.   Borrower  shall,  promptly  following  each  request  by  Lender,  provide  all  documentation and other information requested by Lender in order for Lender to comply with  its  ongoing  obligations  under  the  applicable  “know  your  customer”  and  anti-money  laundering rules and regulations, including the Act.                                               4th  Amendment                                           Hancock Whitney Bank                                      3   





 






      Executed by the parties as of the date set forth above.                                        Lender:                                       Hancock Whitney Bank,                                      a Mississippi state chartered bank                                                               By:   /s/ Grant Guillotte                                               Grant Guillotte                                           Senior Vice President                                          Borrower:                                        Viemed, Inc.                                                                                           By:   /s/ Casey Hoyt                                                    Casey Hoyt                                             Chief Executive Officer                                                                    Sleep Management, L.L.C.                                                                                      By:   /s/ Casey Hoyt                                                    Casey Hoyt                                                     Member & Manager                                            Home Sleep Delivered, L.L.C.                                            By:   /s/ Casey Hoyt                                                    Casey Hoyt                                                     Member & General Manager                                             4th  Amendment                                           Hancock Whitney Bank                                      4