Ken:

I called your office today and they informed me that the best way to get
this matter to you was to send you an email.  The negotiations between
Silicon Valley Bank and eVelocity have pretty much come to a decision point.
At bottom, Silicon Valley Bank will agree to renew the loan for six months
in exchange for a $250k paydown and monthly interest payments for the next 6
months.  The eVelocity folks tell me that this is slightly better (from a
total cash outlay) than they had proposed, but it does require additional
cash upfront.  In addition to the funds that you indicated that you would be
willing to provide, they have secured an additional $200k from other
investors.

The eVelocity management tells me that the proposed plan gives them the
liquidity they need.

I told them to proceed on that basis until I can get a response from you and
that I would recommend the bank's terms to you.

May I have your agreement?

If you have any questions, you can reach me at 713-515-5686 throughout
Friday and at 970-748-1643 throughout the weekend.

David

-----Original Message-----
From: ASciaky@evelocity.com [mailto:ASciaky@evelocity.com]
Sent: Wednesday, September 05, 2001 3:18 PM
To: davidcabello@earthlink.net
Subject: RE: Silicon Valley Bank


David:

Below is the latest from the Silicon Valley Bank, $250K up front and no
principal payments to January 31, 2002. The deal we proposed to the SVB
last week was $125K up front, $15K for September, October, November,
December, $100K December 31, 2001, and $55K January 31,2002. Total payments
by eVelocity to January 31, 2002 were $340K, $90K less than the $250K up
front.. Also they are not asking for warrants. We have for bridge
financing, pending approval of SVB position, the following: $500K from K.
Lay, $100K from Trillium, $50K from A. Bruce, and $50K from T. Nigrelli. I
am hoping to get another $100K from Ruben Jeffery (runs Goldman Europe).
Assuming we get only $700K for bridge, the Bank's proposed arrangement
leaves us $450K to January 31, 2002 which will keep us cash positive.

Getting the $1 mil loan down to $750K appears to satisfy the Santa Clara,
CA home office that this is a performing loan. We are anxious to move
forward as the Company is close to profitability which will posture it for
a long term fund raising.

Please let us know how Ken Lay feels about this.

Regards, Albert

----- Forwarded by Albert L. Sciaky/eVelocity on 09/05/01 04:06 PM -----

                    "Mark
                    Pasculano"           To:     "Bryan Jadot"
<bjadot@svbank.com>, "'Albert Sciaky (E-mail)'"
                    <mpascula@svb        <asciaky@evelocity.com>
                    ank.com>             cc:     "Jonathan Gray"
<jgray@svbank.com>, "Beth Gallagher"
                                         <bgallagh@svbank.com>
                    08/30/01             Subject:     RE: Silicon Valley
Bank
                    06:53 PM






I would like to note that Bryan, in error, has said that we would suspend
interest payments.  Interest would continue to be due monthly during the
period between now and 1/31/02.  Sorry for the confusion here.
Mark

>  -----Original Message-----
> From:         Bryan Jadot
> Sent:         Thursday, August 30, 2001 5:57 PM
> To:           Albert Sciaky (E-mail)
> Cc:           Mark Pasculano; Jonathan Gray; Beth Gallagher
> Subject:           Silicon Valley Bank
>
> Dear Albert,
>
> We have had an opportunity to read your proposal and supporting
> information and have considered your request for an extension of the line
> of credit.
>
> As mentioned during our several discussions, it is our inclination to
work
> with eVelocity through these challenging times and ideally reach a
> mutually satisfactory solution to the issue at hand.  However, our
> requirements as a lending institution would require that an immediate
> $250,000 paydown of the line of credit take place as the basis for a
> potential  restructure.
>
> Assuming that such a payment is made and as a consideration to you,
> eVelocity and its shareholders, the Bank is willing consider the
> suspension of all principal and interests payments to January 31, 2002
> along with an extension of the line of credit to this same date, at which
> point the remaining balance would be due and payable.
>
> In our opinion, this proposal allows eVelocity the time to complete the
> critical tasks outlined in your proposal and whose success could then
> serve as the basis for a longer term restructure and in turn would allow
> the Bank the benefits of a performing agreement.
>
> I would note that this proposal is the end product of several significant
> concessions on our part and hope that you will recognize its merits.
>
> Best regards,
>
>
> R. Bryan Jadot
> Silicon Valley East
> Vice President
> (617) 630 4152
> (781) 771 2480 (mobile)
>  << File: Bryan Jadot.vcf >>