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Exhibit 10.15
AMENDMENT NO. 2
TO
LOAN AND SECURITY AGREEMENT ("AGREEMENT")
DATED JANUARY 31, 1996 AMONG
AMERICAN SHARED-CURACARE AND CURACARE, INC. ("BORROWER"),
AMERICAN SHARED HOSPITAL SERVICES ("GUARANTOR"),
ERNEST A. BATES, M.D. ("INDIVIDUAL GUARANTOR") AND
DVI BUSINESS CREDIT RECEIVABLES CORP. ("LENDER")
FOR VALUABLE CONSIDERATION, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree to amend the Agreement as follows:
1. Section 1.1(g)(i) "BORROWING BASE" shall be replaced with the
following:
"(i) eighty percent (80%) of the Net Collectible Value for each Retail
Account and eighty percent (80%) of the Net Collectible Value for each
Institutional Account."
2. Section 1.1(l) "ELIGIBLE ACCOUNTS" shall be replaced in its entirety
with the following:
"(l) "ELIGIBLE ACCOUNTS" shall mean Borrower's accounts receivable
from commercial insurance, Medicare, Medi-Cal, managed care providers,
workers' compensation and personal injury claims (collectively
referred to as "RETAIL ACCOUNTS"), which have been due and payable for
120 or fewer days, and Borrower's account receivable under contracts
with hospitals and other similar health service providers (referred to
as "INSTITUTIONAL ACCOUNTS") which have been due and payable for 120
or fewer days.
Any provision in Amendment No. 2 ("Amendment") hereof that may be contrary to
any provision of the Agreement shall prevail and override the Agreement.
Except as expressly set forth herein, all other provisions of this Amendment
shall be interpreted in light of the provisions of the Agreement. Both parties
warrant to each other that this Amendment has been authorized and duly executed
and is binding on both parties hereto as of 31st day of January, 1997.
LENDER:
DVI BUSINESS CREDIT RECEIVABLES CORP.
By: /s/ Cynthia J. Cohn
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Name: Cynthia J. Cohn
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Title: Executive Vice President
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BORROWER:
AMERICAN SHARED-CURACARE CURACARE, INC.
By: /s/ Ernest A. Bates, M.D. By: /s/ Ernest A. Bates
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Name: Ernest A. Bates Name: Ernest A. Bates
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Title: Chief Executive Officer Title: Chief Executive Officer
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The undersigned acknowledges that DVI has no obligation to provide it with
notice of, or to obtain its consent to, the terms of this Amendment to Loan
and Security Agreement. The undersigned nevertheless acknowledges and
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agrees to the terms and conditions of this Amendment and acknowledges that its
Guaranty remains fully valid, binding and enforceable against it in accordance
with its terms.
GUARANTOR: GUARANTOR:
AMERICAN SHARED HOSPITAL SERVICES ERNEST A. BATES, M.D.,
INDIVIDUAL
By: /s/ Ernest A. Bates, M.D. By: /s/ Ernest A. Bates, M.D.
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Print Name: Ernest A. Bates, M.D. Print Name: Ernest A. Bates, M.D.
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Title: Chief Executive Officer
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Date: March 10, 1997 Date: March 10, 1997