EXHIBIT 10.14
April 14, 2003
Fleet National Bank
111 Westminster Street
Providence, RI 02903-0368
MicroFinancial Incorporated
10-M Commerce Way, Suite 101
Woburn, MA 01801
Attention: Peter R. Bleyleben, President
Re: MicroFinancial Term Notes
Ladies and Gentlemen:
1. Reference is hereby made to (i) those term notes of
MicroFinancial, Inc. (the "Company") issued to (a) Peter R. Bleyleben, (b)
Salomon Smith Barney Custodian FBO Brian E. Boyle IRA (676-65812) and (c)
Torrence C. Harder, more fully described on Annex A hereto (collectively, the
"Notes") and (ii) the Fourth Amended and Restated Credit Agreement (as amended,
the "Credit Agreement"), made as of August 22, 2000, by and among Leasecomm
Corporation, a Massachusetts corporation (the "Borrower"), Fleet National Bank,
a national banking association ("Fleet"), the other financial institutions from
time to time party thereto (together with Fleet, the "Lenders") and Fleet, as
agent for the Lenders (the "Agent"). Each capitalized term used herein without
definition and defined in the Notes shall have the same meaning herein as set
forth in the Notes.
2. Pursuant to that certain Fourth Amended and Restated Guaranty,
dated as of August 22, 2000 (the "Guaranty"), the Company has guaranteed all of
the Obligations (as defined in the Credit Agreement) of the Borrower under the
Credit Agreement and other Loan Documents (as defined in the Credit Agreement)
(the obligations of the Company under the Guaranty referred to herein as the
"Guaranteed Obligations").
3. In order to induce the Lenders to enter into the Second
Amendment to the Credit Agreement, the Company and each of the undersigned
holders of the Notes hereby confirms, acknowledges and agrees as follows:
(a) Notwithstanding anything to the contrary contained in
the Notes, the maturity date of each of the Notes is hereby extended to
February 1, 2005.
(b) The Note held by each holder as indicated on Annex A
hereto has not been amended or modified since the date of the issuance
thereof. Each holder of a Note will not consent to any amendment or
modification of its Note, will not sell or transfer such Note and will
not consent to or accept any prepayment, redemption or purchase of such
Note by the Company, in each case, without the prior written consent of
the Agent.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement of the date
first written above.
FLEET NATIONAL BANK, individually and as
Agent
By: /s/ Authorized Signatory
--------------------------------
Name:
Title:
Company:
MICROFINANCIAL INCORPORATED
By: /s/ Authorized Signatory
--------------------------------
Name:
Title:
Holders of the Notes:
PETER R. BLEYLEBEN
By: /s/ Peter R. Bleyleben
--------------------------------
Name: Peter R. Bleyleben
Title: N/A
SALOMON SMITH BARNEY CUSTODIAN FBO
BRIAN E. BOYLE IRA (676-65812)
By: /s/ Brian E. Boyle
--------------------------------
Name: BRIAN E. BOYLE
Title:
TORRENCE C. HARDER
By: /s/ Torrence Harder
--------------------------------
Name: TORRENCE HARDER
Title: DIRECTOR
ANNEX A
NOTES
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NOTEHOLDER TYPE OF DEBT AMOUNT DATE
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Peter R. Bleyleben 7.5% note $100,000 11/6/02 - 11/6/04
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Salomon Smith Barney Custodian FBO Brian
E. Boyle IRA (676-65812) 7.5% note $100,000 11/26/02 - 11/26/04
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Torrence C. Harder 7.5% note $ 50,000 11/13/02 - 11/13/04
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