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doctype: Second Loan Modification Agreement

MICRION CORP /MA/. SECOND LOAN MODIFICATION AGREEMENT (1996-09-30)

This Second Loan Modification Agreement ("this Agreement") is made as of May 16, 1996 between Micrion Corporation, a Massachusetts corporation (the "Borrower") and Fleet National Bank (successor by merger to Fleet Bank of Massachusetts, N.A.) (the "Bank"). For good and valuable consideration, receipt and sufficiency of which are hereby acknowledged, the Borrower and the Bank act and agree as follows:

PRI AUTOMATION INC. SECOND LOAN MODIFICATION AGREEMENT (1996-08-12)

This Second Loan Modification Agreement ("this Agreement") is made as of March 1, 1996 between PRI Automation, Inc., a Massachusetts corporation (formerly known as "Precision Robots, Inc.") (the "Borrower") and Fleet Bank of Massachusetts, N.A. (the "Bank"). For good and valuable consideration, receipt and sufficiency of which are hereby acknowledged, the Borrower and the Bank act and agree as follows:

INVENTURE FOODS, INC.. SECOND LOAN MODIFICATION AGREEMENT (1997-03-31)

ARDEN REALTY INC. SECOND LOAN MODIFICATION AGREEMENT (1997-05-15)

THIS SECOND LOAN MODIFICATION AGREEMENT, MODIFICATION TO DEED OF TRUST, ASSIGNMENT OF RENTS AND LEASES, SECURITY AGREEMENT AND FIXTURE FILING AND MODIFICATION TO ASSIGNMENT OF LEASES AND RENTS (this "Modification Agreement") is entered into as of April 1, 1997, by and between ARDEN REALTY LIMITED PARTNERSHIP, a Maryland limited partnership having an office at 9100 Wilshire Boulevard, Beverly Hills, California 90212 (the "Borrower"), and LEHMAN BROTHERS HOLDINGS INC., D/B/A LEHMAN CAPITAL, A DIVISION OF LEHMAN BROTHERS HOLDINGS INC., a Delaware corporation having an office at Three World Financial Center, 200 Vesey Street, New York, New York 10285 (the "Lender"). WHEREAS, the Lender previously has made a loan to the Borrower in the original principal amount of One Hundred Thirty-Seven Million Eight Hundred Thousand Dollars ($137,800,000) (the "Loan") pursuant to that certain Loan Agreement between the Borrower and the Lender dated as of October 9, 1996 as amended by that certain First Amendment to Loan Agreement dated as of December 17, 1996 and as further amended by that certain Loan Modification Agreement, Modification to Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture Filing and Modification to Assignment of Leases and Rents (the "First Modification Agreement") made and entered into as of March 17, 1997 (collectively, the "Loan Agreement"); WHEREAS, the Borrower's obligation to repay the Loan is evidenced by that certain Amended and Restated Mortgage Note (the "Note") dated as of March 17, 1997 by the Borrower to the order of Lender and its successors and assigns in the original principal amount of One Hundred Thirty-Seven Million Eight Hundred Thousand Dollars ($137,800,000); WHEREAS, the Borrower's obligation to repay the Loan is secured by, among other things, a certain Deed of Trust, Assignment of Rents and Leases, Security Agreement, and Fixture Filing dated as of October 9, 1996, by the Borrower to the Trustee named therein for the benefit of the Lender which Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture Filing was recorded (i) among the land records of Los Angeles County, California on October 15, 1996, as Instrument No. 96-166943, (ii) among the land records of San Diego County, California on October 14, 1996, as Instrument No. 1996- 0520877, and (iii) among the land records of Orange County California on October 11, 1996, as Instrument No. 19960520239 and was modified by the First Modification Agreement (said Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture Filing, as modified by the First Modification Agreement, shall be known as the "Mortgage"); WHEREAS, pursuant to the Mortgage, the Borrower granted first priority liens on nine (9) parcels of real property and the improvements thereon, which real property is more particularly described on Exhibit A-1 through Exhibit A-9 to the Mortgage (collectively, the "Initial Mortgaged Properties"); WHEREAS, the Borrower's obligation to repay the Loan is also secured by, among other things, a certain Assignment of Leases and Rents, dated as of October 9, 1996, by the Borrower to the Lender which Assignment of Leases and Rents was recorded (i) among the land records of Los Angeles County, California on October 15, 1996, as Instrument No. 96-166944, (ii) among the land records of San Diego County, California on October 14, 1996, as Instrument No. 1996- 0520878, and (iii) among the land records of Orange County California on October 11, 1996, as Instrument No. 19960520240 and was modified by the First Modification Agreement (said Assignment of Leases and Rents, as modified by the First Modification Agreement, shall be known as the "Assignment"); WHEREAS, the First Modification Agreement was recorded (i) among the land records of Los Angeles County, California on March 24, 1997, as Instrument No. 97-436529, (ii) among the land records of San Diego County on March 24, 1997 as Instrument No. 1997-0129368 and (iii) among the land records of Orange County, California on March 24, 1997 as Instrument No. 199701305942; WHEREAS, the Borrower has requested and the Lender has agreed to increase the outstanding principal balance of the Loan to One Hundred Seventy-Five Million Dollars ($175,000,000) on the terms and conditions set forth herein; WHEREAS, the Lender's agreement to increase the amount of the Loan as provided in the foregoing paragraph is conditioned, among other things, on the Borrower granting to the Lender first priority liens on three (3) additional parcels of real property, which real property is more particularly described on Attachment 1 attached hereto and made a part hereof, and the improvements thereon (collectively, the "New Mortgaged Properties") and associated personal property, as provided below, as additional security for the Borrower's obligation to repay the Loan; and WHEREAS, the Borrower and the Lender desire to modify the Loan Agreement and the other Loan Documents (as defined in the Loan Agreement) to increase the amount of the Loan as provided above and to make such other modifications to the Loan Documents as are set forth herein. NOW THEREFORE, in consideration of the foregoing and of other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged, the Borrower and the Lender hereby agree as follows: 1. All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Loan Agreement. 2. Section 1.1 of the Loan Agreement hereby is amended by the deletion of the definition of "Assignment of Leases and Rents" in its entirety and the insertion, in lieu thereof, of the following: "Assignment of Leases and Rents" means collectively (i) that certain Assignment of Leases and Rents dated as of October 9, 1996 made by Borrower to Lender and recorded in the land records of Los Angeles, San Diego and Orange Counties, California with respect to the Initial Mortgaged Properties, as from time to time amended and (ii) that certain Assignment of Leases and Rents dated as of April 1, 1997 and to be recorded in the land records of Los Angeles County, California made by Borrower to Lender with respect to the New Mortgaged Properties. 3. Section 1.1 of the Loan Agreement hereby is further amended by the deletion of the definition of "Land" in its entirety and the insertion, in lieu thereof, of the following: "Land" means collectively (i) the parcels of land on which the Initial Mortgaged Properties are located, as more fully described on Schedule B attached hereto, together with (ii) the parcels of land on which the Additional Mortgaged Properties are located, as more fully described on Schedule C attached hereto. 4. Section 1.1 of the Loan Agreement hereby is further amended by the deletion from the definition of "Loan Amount" of the phrase "One Hundred Thirty-Seven Million Eight Hundred Thousand and No/100 Dollars ($137,800,000)" and the insertion, in lieu thereof, of the phrase "One Hundred Seventy-Five Million Dollars ($175,000,000)." 5. Section 1.1 of the Loan Agreement hereby is further amended by the deletion from the definition of "Mortgaged Properties" of the phrase "on Schedule A hereto" and the insertion, in lieu thereof, of the following: as "Initial Mortgaged Properties" on Schedule A hereto together with the 3 office properties identified as "Additional Mortgaged Properties" on Schedule A hereto. 6. Section 1.1 of the Loan Agreement hereby is further amended by the deletion of the definition of "Mortgage" in its entirety and the insertion, in lieu thereof, of the following: "Mortgage" means, collectively, (i) that certain Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture Filing, dated as of October 9, 1996 by Borrower to the trustee named therein for the benefit of Lender and recorded in the land records of Los Angeles, San Diego and Orange Counties, California with respect to the Initial Mortgaged Properties, as from time to time amended and (ii) that certain Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture Filing dated as of April 1, 1997 and to be recorded among the land records of Los Angeles County, California with respect to the Additional Mortgaged Properties. 7. Section 1.1 of the Loan Agreement hereby is further amended by the deletion of the definition of "Security Agreement" in its entirety and the insertion, in lieu thereof, of the following: "Security Agreement" means, collectively, (i) that certain Security Agreement dated as of October 9, 1996 between Borrower and Lender, as from time to time amended and (ii) that certain Security Agreement dated as of April 1, 1997 between Borrower and Lender 8. Section 1.1 of the Loan Agreement hereby is further amended by the insertion therein of the following definitions: "Initial Mortgaged Properties" means the 9 office buildings identified on Schedule A hereto as Initial Mortgaged Properties. "Additional Mortgaged Properties" means the 3 office properties identified on Schedule A hereto as Additional Mortgaged Properties. 9. Schedule A to the Loan Agreement hereby is deleted in its entirety and in lieu thereof is substituted Attachment 2 to this Modification Agreement. 10. The Loan Agreement hereby is further amended by the addition thereto, as Schedule C thereto, of Attachment 1 to this Modification Agreement. 11. On the date hereof, but only upon satisfaction of all of the conditions set forth in Paragraph 16 below, the Lender shall make an Additional Advance to the Borrower in the amount of Thirty- Seven Million Two Hundred Thousand Dollars ($37,200,000). The Borrower hereby acknowledges that upon the funding of said Additional Advance, the entire Loan Amount shall have been advanced to the Borrower and that the Lender shall have no further obligation to advance any loan proceeds or other amount under the Loan Agreement or under any of the other Loan Documents. 12. The Mortgage hereby is amended by the insertion at the end of Recital A thereof of the following: ; the amount of said Loan was increased to One Hundred Seventy-Five Million Dollars ($175,000,000) by that certain Second Loan Modification Agreement, Modification to Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture Filing and Modification to Assignment of Leases and Rents entered into as of April 1, 1997, between Grantor and Beneficiary (the "Second Modification Agreement") and, in connection therewith, the Mortgage Note was amended and restated in its entirety by that certain Second Amended and Restated Mortgage Note dated April 1, 1997 (the "Second Restated Note"). All references herein to the Mortgage Note hereinafter shall be deemed to be a reference to the Mortgage Note as amended and restated by the Second Restated Note. All references herein to the Loan Agreement and the other Loan Documents hereinafter shall be deemed a reference to the Loan Agreement and the other Loan Documents as amended by the Second Modification Agreement. All references herein to the Loan Documents shall include any documents and instruments executed and delivered by Grantor pursuant to Paragraph 16(vi) of the Second Modification Agreement. 13. The Section 3.15 of the Mortgage hereby is amended by the insertion at the end of the first sentence of said Section 3.15, of the following: , including without limitation, a certain Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture Filing dated as of April 1, 1997 made by the Grantor to the Trustee for the benefit of the Beneficiary, a certain Assignment of Leases and Rents dated as of April 1, 1997 by the Grantor to the Beneficiary and a certain Security Agreement dated as of April 1, 1997 between the Borrower and the Lender, each of which relates to the Additional Mortgaged Properties (as defined in the Loan Agreement) and associated real and personal property and each of which is a Security Document (as defined herein). 14. The Assignment hereby is amended by the insertion at the end of the first sentence of the Paragraph that begins "THIS ASSIGNMENT" on the bottom of page 1 thereof of the following: ; the amount of said Loan was increased to One Hundred Seventy-Five Million Dollars ($175,000,000) by that certain Second Loan Modification Agreement, Modification to Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture Filing and Modification to Assignment of Leases and Rents entered into as of April 1, 1997, between Assignor and Assignee (the "Second Modification Agreement") and, in connection therewith, the Mortgage Note was amended and restated in its entirety by that certain Second Amended and Restated Mortgage Note dated April 1, 1997 (the "Second Restated Note"). All references herein to the Mortgage Note hereinafter shall be deemed to be a reference to the Mortgage Note as amended and restated by the Second Restated Note. All references herein to the Loan Agreement and the other Loan Documents hereinafter shall be deemed a reference to the Loan Agreement and the other Loan Documents as amended by the Second Modification Agreement. All references herein to the Loan Documents shall include any documents and instruments executed and delivered pursuant to Paragraph 16 (vi) of the Second Modification Agreement. 15. The Security Agreement entered into as of October 9, 1996 between the Borrower and the Lender, as modified by the First Modification Agreement, hereby is amended by the insertion at the end of the first "WHEREAS" clause thereof of the following: ; the amount of said Loan was increased to One Hundred Seventy-Five Million Dollars ($175,000,000) by that certain Second Loan Modification Agreement, Modification to Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture Filing and Modification to Assignment of Leases and Rents dated as of April 1, 1997, between Debtor and Secured Party (the "Second Modification Agreement") and, in connection therewith, the Mortgage Note was amended and restated in its entirety by that certain Second Amended and Restated Mortgage Note dated April 1, 1997 (the "Second Restated Note"). All references herein to the Mortgage Note hereinafter shall be a reference to the Mortgage Note as amended and restated by the Second Restated Note. All references herein to the Loan Agreement and the other Loan Documents hereinafter shall be deemed a reference to the Loan Agreement and the other Loan Documents as amended by the Second Modification Agreement. All references herein to the Loan Documents shall include any documents and instruments executed and delivered pursuant to Paragraph 16 (vi) of the Second Modification Agreement. 16. The obligation of the Lender to make the Additional Advance referenced in Paragraph 11 above on the date hereof is subject to the satisfaction on or before the date hereof of each and all of the following conditions:

HEICO CORP. SECOND LOAN MODIFICATION AGREEMENT (1997-06-06)

This Second Loan Modification Agreement (the "Agreement") is made and entered into this 27th day of February, 1997, effective August 1, 1996 (the "Effective Date"), by and among Eagle National Bank of Miami, a national banking association with its principal place of business at c/o Denise Ramirez, 1550 Biscayne Boulevard, Miami, Florida 33132-1488 ("Lender"), and HEICO Corporation, HEICO Aerospace Corporation, Jet Avion Corporation, Jet Avion Heat Treat Corporation, LPI Industries Corporation, and Aircraft Technology, Inc., each a Florida corporation (collectively the "Original Borrowers"), Trilectron Industries, Inc., a New York corporation, ATI Heat Treat Corporation, and HEICO Aviation Products Corp., each a Florida corporation (the "Additional Borrowers"; the Original Borrowers and the Additional Borrower are hereinafter collectively referred to as the "Borrowers" and individually, a "Borrower").

LEGEND PROPERTIES INC. SECOND LOAN MODIFICATION AGREEMENT (1997-04-16)

This Second Loan Modification Agreement ("Agreement") is entered into as of _____________, 1997 between RGI Holdings, Inc. a Washington corporation ("Lender"), VMIF/Anden Wayside Venture, an Illinois general partnership ("Borrower"), and VMIF/Anden Southbridge Venture, an Illinois general partnership ("Obligor").

LEGEND PROPERTIES INC. SECOND LOAN MODIFICATION AGREEMENT (1997-04-16)

This Second Loan Modification Agreement ("Agreement") is entered into as of _____________, 1997 between RGI HOLDINGS, INC., a Washington corporation ("Lender"), LEGEND PROPERTIES, INC., a Delaware corporation ("Borrower"), and the affiliates and subsidiaries of Borrower identified on the signature pages of this Agreement (the "Obligors").

FRANKLIN OPHTHALMIC INSTRUMENTS CO INC. SECOND LOAN MODIFICATION AGREEMENT (1997-08-14)

This SECOND LOAN MODIFICATION AGREEMENT (this "Modification") is entered into as of August 7, 1997, by and between FRANKLIN OPHTHALMIC INSTRUMENTS CO., INC. ("Borrower") and SILICON VALLEY BANK ("Lender").

ARDENT SOFTWARE INC. SECOND LOAN MODIFICATION AGREEMENT (1997-11-12)

This Second Loan Modification Agreement is entered into as of September 9, 1997, by and between VMARK SOFTWARE, INC. ("Borrower"), whose address is 50 Washington Street, Westborough, MA 01581, and SILICON VALLEY BANK, a California-based bank ("Bank"), with its principal place of business at 3003 Tasman Drive, Santa Clara, CA 95054 and with a loan production office located at Wellesley Office Park, 40 William Street, Suite 350, Wellesley, MA 02181, doing business under the name "Silicon Valley East."

ENDOGEN INC. SECOND LOAN MODIFICATION AGREEMENT (1998-01-13)

This SECOND LOAN MODIFICATION AGREEMENT is entered into as of August 27, 1997, by and between SILICON VALLEY BANK, a California-chartered bank with its principal place of business at 3003 Tasman Drive, Santa Clara, CA 95054 and with a loan production office located at Wellesley Office Park, 40 William Street, Suite 350, Wellesley, MA 02181, doing business under the name "Silicon Valley East ("Bank"), and ENDOGEN, INC., a MASSACHUSETTS corporation with its principal place of business at 30 COMMERCE WAY, WOBURN, MASSACHUSETTS 01801 ("Borrower").

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