EXHIBIT 10.20
TENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT
THIS TENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (hereinafter, this
"Amendment") is executed on this 6th day of October, 2006, to be effective as of
the respective date hereinafter specified, by and among BANCTEC, INC., a
Delaware corporation ("BancTec"), BTI TECHNOLOGIES L.P., a Texas limited
partnership ("BTI Tech" and jointly and collectively with BancTec, the
"Borrower"), the financial institution(s) listed on the signature pages hereof,
and their respective successors and Eligible Assignees (each individually as
"Lender" and collectively "Lenders"), and HELLER FINANCIAL, INC., a Delaware
corporation, in its capacity as Agent for the Lenders ("Agent").
RECITALS
WHEREAS, Borrower, Agent and Lenders are parties to that certain Loan and
Security Agreement, dated as of May 30, 2001 (as amended, supplemented or
otherwise modified, the "Loan Agreement"); and
WHEREAS, Borrower, Agent and Lenders desire to amend the Loan Agreement, in each
case, in the manner, and subject to the terms and conditions, provided below.
NOW, THEREFORE, in consideration of the premises herein contained and other good
and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties, intending to be legally bound, agree as follows:
ARTICLE I
DEFINITIONS
1.01
CAPITALIZED TERMS USED IN THIS AMENDMENT, TO THE EXTENT NOT
OTHERWISE DEFINED HEREIN, SHALL HAVE THE SAME MEANING AS IN THE LOAN AGREEMENT,
AS AMENDED HEREBY.
ARTICLE II
AMENDMENTS TO LOAN AGREEMENT; OTHER AGREEMENTS
2.01
AMENDMENT AND RESTATEMENT OF SECTION 2.1(A) OF THE LOAN AGREEMENT.
EFFECTIVE AS OF THE DATE HEREOF ("EFFECTIVE DATE"), SECTION 2.1(A) OF THE LOAN
AGREEMENT IS AMENDED AND RESTATED TO READ IN ITS ENTIRETY AS FOLLOWS:
"(A)
Term Loan.
Each Lender, severally, agrees to lend to Borrower, on
the Tenth Amendment Effective Date, its Pro Rata Share of the Term Loan
Commitment which is in the aggregate amount of $5,000,000.
The Term Loan shall
be funded in one drawing.
Amounts borrowed under this Section 2.1(A) and paid
may not be reborrowed.
The principal amount of the Term Loan shall be paid in
full on the Termination Date."
2.02
AMENDMENT TO SECTION 2.1(B) OF THE LOAN AGREEMENT:
(a)
Effective as of the Effective Date, the second sentence of Section
2.1(B) of the Loan Agreement is hereby amended by deleting it in its entirety
and substituting the following sentence therefor:
"The aggregate amount of the Revolving Loan Commitment shall not exceed at any
time $35,000,000."
(b)
Effective as of the Effective Date, the definition of "Borrowing
Base" contained in Section 2.1(B) of the Loan Agreement is hereby amended and
restated in its entirety to read as follows:
"'Borrowing Base' means, as of any date of determination, an amount equal to the
sum of (a) 85.00% of Eligible Accounts less Dilution Reserves, plus (b) 50.00%
of Eligible Accrued Unbilled Accounts less Dilution Reserves; plus (c) the
lesser of (i) $20,000,000, or (ii) 85.00% of the net orderly liquidation value
of Eligible Inventory (net orderly liquidation value to be determined in a
manner and pursuant to documentation satisfactory to Agent,