Guarantor not less than the greater of $20,000,000 or (ii) $2,000,000 plus the Tangible Net Worth of Guarantor required to be maintained pursuant to the terms
of the loan documents between Borrower and IBM Belgium Financial Services B.V.B.A.,
Wells Fargo Bank, National Association or IBM Credit LLC, as from time to time
amended, modified or restated.
§ 2.4 Negative Covenants. Section 7.12 of the Original Agreement is hereby amended in its
entirety to read as follows:
7.12 Capital Expenditures. Make capital expenditures in an aggregate amount
greater than (i) $6,000,000 in Borrowers fiscal year 2011, and (ii) $4,500,000 in each
fiscal year thereafter, provided that in each case, the aggregate amount of such
expenditures purchased with cash (and not financed) shall not exceed $1,500,000; provided
further, that any capital expenditures made by Borrower exclusively from the proceeds of
Permitted Distributions shall not be subject to the foregoing limitations. As used herein,
the term capital expenditures does not include (i) any software that is internally
developed by Borrower, whether or not Borrower capitalized the development costs, and (ii)
any equipment ordered, but not yet accepted or paid for, by Borrower.
§ 2.5 Definitions. The definitions of Credit Extension, Maximum Equipment Line Availability,
Tranche A Availability End Date and Tranche B Availability End Date in Exhibit A to the
Original Agreement are hereby amended in their entirety to read as follows:
Credit Extension means each Advance, the Equipment Advances, or any other extension
of credit by Bank to or for the benefit of Borrower hereunder.
Maximum Equipment Line Availability means $2,500,000.
Tranche A Availability End Date means April 4, 2012.
Tranche B Availability End Date means October 4, 2012.
§ 2.6 Exhibits. Exhibit E to the Original Agreement is hereby amended in its entirety to read as
set forth in Exhibit E attached hereto.
Conditions of Effectiveness
§ 3.1 Effective Date. This Amendment shall become effective as of the date first above written
when and only when Bank shall have received, at Banks office, (a) a counterpart of this Amendment
executed and delivered by Borrower and the attached Consent and Agreement executed and delivered by
Guarantor, and (b) a facility fee for the Equipment Advances paid in good and immediately available
funds in the amount of $12,500.00, which fee shall be fully earned on the date hereof.