EX-10.47 3 cmw1502b.htm LETTER AMENDMENT

Exhibit 10.47

February 7, 2005

James McCubbin
Vice President, Chief Financial Officer
WidePoint Corporation
One Lincoln Centre
18W140 Butterfield Road, Suite 1100
Oakbrook Terrace, Illinois 60181

Re:  Modification of $5,000,000 Line of Credit to WidePoint Corporation

Dear Jim:

As described below, RBC Centura Bank agrees to modify the existing terms of the $5,000,000 Line of Credit (“Loan”) to WidePoint Corporation (“Borrower”) evidenced by a Commitment Letter dated October 12, 2004 as well as Loan Documents including a Commercial Promissory Note, Loan and Security Agreement, and Unconditional Guaranty and Security Agreement all dated October 22, 2004, and any replacements, modifications, or amendments thereto.

Loan Modification(s):

The Funded Debt to EBITDA Ratio in the Financial Covenants section of the Commitment Letter dated October 12, 2004 shall be deleted and replaced with the following: “The Borrower and Guarantors on a combined basis shall maintain a ratio of Funded Debt to EBITDA, calculated on an annualized year-to-date basis, of not greater than 3.0 to 1.0. For the year 2004, year-to-date shall be defined as the period from when the Borrower acquired Operational Research Consultants, Inc. until December 31, 2004. “

Section 6.8.1. Funded Debt to EBITDA of the Loan and Security Agreement dated October 22, 2004 shall be deleted and replaced with the following: “Borrower and its Subsidiaries shall maintain as of the end of each fiscal quarter, on a consolidated basis in accordance with GAAP, a ratio of Funded Debt to EBITDA, calculated on an annualized year-to-date basis, of not greater than 3.0 to 1. ” For the year 2004, year-to-date shall be defined as the period from when the Borrower acquired Operational Research Consultants, Inc. until December 31, 2004. “


If the above modifications are acceptable, then please indicate your acceptance by having all of the appropriate parties execute their acceptance below and by returning this executed letter to me.

Please call me at 703-827-0739 if you have any questions.

Sincerely,
 
RBC CENTURA BANK
 
 
By: __________________________________
Print Name: Greg D. Wheeless
Title: Northern Virginia Market Executive
 
 
ACCEPTED AND AGREED TO:
 
Borrower:
 
Company Name: WidePoint Corporation
By: __________________________________
Name: James McCubbin
Title: Secretary, Vice President, & CFO
Date: ________________________________
 
 
Corporate Guarantor(s)--existing subsidiaries:
 
Company Name: WidePoint IL, Inc. Company Name: WP NBIL Inc.
By: __________________________________ By: __________________________________
Name: James McCubbin Name: James McCubbin
Title: Secretary, Vice President, & CFO Title: Secretary, Vice President, & CFO
Date: ________________________________ Date: ________________________________
 
Company Name: Chesapeake Government Technologies, Inc. Company Name: Operational Research Consultants, Inc.
By: __________________________________ By: __________________________________
Name: James McCubbin Name: James McCubbin
Title: Secretary, Vice President, & CFO Title: Secretary, Treasurer
Date: ________________________________ Date: ________________________________

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