Exhibit 10.36


 





SILICON VALLEY BANK


SPECIALTY FINANCE DIVISION


 


 


AMENDMENT TO


ACCOUNTS RECEIVABLE
FINANCING DOCUMENTS


 


THIS AMENDMENT TO ACCOUNTS RECEIVABLE
FINANCING DOCUMENTS  is entered into between SILICON VALLEY
BANK (“Bank”) and INTERWAVE COMMUNICATIONS, INC. (“Borrower”), as of September
24, 2003.


 


The Parties agree to amend the Accounts
Receivable 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 in
this Amendment, shall have the meanings set forth in the Financing Agreement.)


 


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


 


“’Facility
Amount’ is $1,000,000, provided that the total
outstanding Advances under this Agreement and the Exim Agreement (as defined in
Section 2A. below) may not exceed $1,000,000.”


 


is amended to read as follows:


 


“’Facility
Amount’ is $2,500,000.”


 


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


 


3.             Exim Agreement Deleted.  The parties acknowledge that the Accounts
Receivable Financing Agreement (Exim Facility) proposed to be entered into
between 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 deleted
from the Financing Agreement, and references in the Financing Agreement to
“Exim Agreement“ are hereby deleted.


 


4.             Fee.  In consideration for Bank entering into this
Amendment, 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 fees
payable 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 that
all representations and warranties set forth in the Financing Agreement, as
amended hereby, are true and correct.


 


6.             General Provisions.  This
Amendment, the Financing Agreement, any prior written amendments to the
Financing Agreement signed by Bank and Borrower, and the other written
documents and agreements between Bank and Borrower set forth in full all of the
representations and agreements of the parties with respect to the subject
matter hereof and supersede all prior discussions, representations, agreements
and understandings between the parties with respect to the subject hereof.  Except as herein expressly amended, all of
the terms and provisions of the Financing Agreement, and all other documents
and agreements between Bank and Borrower shall continue in full force and
effect 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

  	
   

  	
   

  
	
   

  	
   

  	
   

  



 


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