EXHIBIT 10.11I
SILICON VALLEY BANK
AMENDMENT TO LOAN DOCUMENTS
BORROWER: LASERSCOPE
ADDRESS: 3052 ORCHARD DRIVE
SAN JOSE, CALIFORNIA 95134
DATE: SEPTEMBER 26, 2001
THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley
Bank ("Silicon") and the borrower named above ("Borrower").
The Parties agree to amend the Loan and Security Agreement between them,
dated October 1, 1999 (as otherwise amended, the "Loan 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 Loan Agreement.)
1. CREDIT LIMIT. Section 1 of the Schedule is hereby amended by
modifying the words which presently read "An amount not to exceed the lesser of
a total of $6,000,000 at any one time outstanding (the `Maximum Credit Limit'),
or the sum or (a) and (b) below . . ." to read as follows:
"An amount not to exceed the lesser of a total of $5,000,000 at
any one time outstanding (the "Maximum Credit Limit"), or the
sum or (a) and (b) below: . . ."
2. INTEREST RATE. Section 2 of the Schedule is hereby amended by
modifying the words which presently read "A rate equal to the `Prime Rate' in
effect from time to time, plus 2.25% per annum." to read as follows: "A rate
equal to the `Prime Rate' in effect from time to time, plus 1.75% per annum."
3. MATURITY DATE. Section 4 of the Schedule is hereby amended in its
entirety to read as follows: "4. Maturity Date (Section 6.1): September 30,
2002."
4. AUDIT FEES. Section 5.4 of the Loan Agreement is hereby amended by
modifying the sentence which presently reads "The foregoing inspections and
audits shall be at Borrower's expense and the charge therefor shall be $600 per
person per day (or such higher amount as shall represent Silicon's then current
standard charge for the same), plus reasonable out of pocket expenses." to read
as follows:
"The foregoing inspections and audits shall be at Borrower's
expense and the charge therefor shall be $700 per person per day
(or such higher amount as shall represent Silicon's then current
standard charge for the same), plus reasonable out of pocket
expenses."
5. TRANSACTION REPORTS. Section 4.3 of the Loan Agreement is hereby
amended by adding the following at the end of Section 4.3:
"Transaction reports pursuant to this Section 4.3 shall be
provided to Silicon at the time a request for a Loan is submitted
by Borrower to Silicon and also every two weeks, provided that
if, at any time, the total Loans outstanding exceed $1,000,000 or
the total of the Loans which are available to Borrower under
Section 1 of the Schedule but which have not been borrowed is
below $750,000, then, in either such case, and so long as such
condition exists, the transaction reports pursuant to this
Section 4.3 shall be provided to Silicon at the time a request
for a Loan is submitted by Borrower to Silicon and also every
week."
6. TERMINATION FEE. The asterisk portion of Section 6.2 of the Loan
Agreement, which presently reads "*one percent (1%) of the Maximum Credit Limit
if the effective date of termination occurs within six months after the date
hereof, or two percent (2.0%) of the Maximum Credit Limit if the effective date
of termination occurs thereafter," is hereby amended to read as follows:
"*two percent (2%) of the Maximum Credit Limit if the effective
date of termination occurs within six months after September 30,
2001, or one percent (1%) of the Maximum Credit Limit if the
effective date of termination occurs thereafter,"
7. FEE. In consideration for Silicon entering into this Amendment,
Borrower shall concurrently pay Silicon a fee in the amount of $25,000, which
shall be non-refundable and in addition to all interest and other fees payable
to Silicon under the Loan Documents. Silicon is authorized to charge said fee to
Borrower's loan account.
8. REPRESENTATIONS TRUE. Borrower represents and warrants to Silicon
that all representations and warranties set forth in the Loan Agreement, as
amended hereby, are true and correct.
9. GENERAL PROVISIONS. This Amendment, the Loan Agreement, any prior
written amendments to the Loan Agreement signed by Silicon and Borrower, and the
other written documents and agreements between Silicon 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 Loan Agreement, and all other documents and agreements between Silicon and
Borrower shall continue in full force and effect and the same are hereby
ratified and confirmed.
BORROWER: SILICON:
LASERSCOPE SILICON VALLEY BANK
BY /s/ DENNIS LALUMANDIERE BY /s/ MILAD I. HANNA
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PRESIDENT OR VICE PRESIDENT TITLE SR. VICE PRESIDENT
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BY
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SECRETARY OR ASS'T SECRETARY
CONSENT
The undersigned acknowledges that its consent to the foregoing Agreement
is not required, but the undersigned nevertheless does hereby consent to the
foregoing Agreement and to the documents and agreements referred to therein and
to all future modifications and amendments thereto, and any termination thereof,
and to any and all other present and future documents and agreements between or
among the foregoing parties. Nothing herein shall in any way limit any of the
terms or provisions of the Guarantee of the undersigned, all of which are hereby
ratified and affirmed.
LASERSCOPE (UK) LIMITED
BY /s/ DENNIS LALUMANDIERE
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TITLE VICE PRESIDENT, FINANCE
AND CHIEF FINANCIAL OFFICER