Common use of Equipment Advances Clause in Contracts

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty percent (60%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 shall be payable in twenty seven (27) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during from the Draw Period, provided that Closing Date through the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”)Availability End Date. The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty twenty (180120) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expenseexpense (“Soft Costs”). Each Equipment Advance must be in an amount equal to the lesser Advances for Soft Costs shall not exceed ten percent (10%) of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the all Equipment LineAdvances made hereunder. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 the Equipment Availability End Date shall be payable in twenty seven eighteen (2718) equal monthly installments of principal, plus all accrued interest, beginning on July 1October 28, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance 2009 and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b2.1(c) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. p m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:Exhibit

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during from the Draw Period, provided that date hereof through the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”)Availability End Date. The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty percent (60%) 100% of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an Advances for software purchases shall not exceed 40% of the aggregate outstanding amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment LineAdvances at any time. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 the Availability End Date shall be payable in twenty seven (27) 30 equal monthly installments of principal, plus all accrued interest, beginning on July 1August 18, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance 2008 and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b2.1(c) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific Central time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank , which invoice shall be entitled to rely dated no later than 90 days from the date on any facsimile notice given by a person who Bank reasonably believes which the corresponding Equipment Advance is to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliancemade.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during from the Draw Period, provided that date hereof through the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”)Availability End Date. The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty percent (60%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 the Equipment Advance Availability End Date shall be payable in twenty seven thirty (2730) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Line Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior in whole or in part without penalty or premium. Partial prepayments hereunder shall be applied to the Equipment Maturity Date, provided that on installments hereunder in the date inverse order of such prepayment Borrower shall, (i) prepay all but not less than all their maturities without reamortization of the Equipment Advances and (ii) in connection with such prepayment, pay to repayment schedule for the Bank to the Prepayment Fee, if applicableremaining principal balance. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific Central time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Each Equipment Advance shall not exceed one hundred percent (100)% of the invoice amount of equipment (which Borrower shall, in any case, have purchased within ninety (90) days of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions hereof, through the earlier to occur of this Agreement(a) the occurrence and continuance of an Event of Default or if there exists any event, condition, or act which with notice or lapse of time, or both, would constitute an Event of Default or (b) the Equipment Availability Termination Date, Bank agrees to will make advances not exceeding the Committed Equipment Advances to Borrower. Line; provided, however, that Borrower may request receive only one Equipment Advances at any time during Advance each month, and the Draw Period, provided that the initial minimum amount drawn by Borrower for each Equipment Advance shall be $100,000. If the aggregate amount of the Equipment Advances exceeds the Committed Equipment Line at any time, Borrower must immediately pay Bank the excess. Except as otherwise provided below, the proceeds of each Equipment Advance may only be used to finance Eligible Equipment purchased on or 90 days after the date of the Equipment Advance and may not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment and software listed in that certain Machinery and for such Eligible Equipment 2013 Projection delivered to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expenseexpenses unless such taxes, shipping, warranty charges, freight discounts, and installation expenses constitute Other Equipment. Each If the initial Equipment Advance must is funded on the Effective Date, the proceeds of such initial Equipment Advance may be in an amount equal used to purchase or finance Eligible Equipment purchased on or after January 1, 2003. Subject to the lesser terms of One Hundred Fifty Thousand Dollars ($150,000) or Section 2.4(b), Borrower shall repay the aggregate principal amount that has not yet been drawn under the Equipment Line. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a)thirty-six (36) equal, and shall be payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 shall be payable in twenty seven (27) equal consecutive monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, principal and continuing interest on the same first day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on commencing with the first (1st) day of the month immediately following after such Equipment Advance is made, and continuing ending on the same day of each month thereafter through the Equipment Loan Maturity Date, at which time all amounts due in connection with the Date for such Equipment Advances made under this Section 2.1(b) shall be immediately due and payableAdvance. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing AddendumAt any time, Borrower may prepay amounts due and owing under the Committed Equipment Advances prior Line without premium or penalty. Prepayments shall be applied to the Equipment Maturity Date, provided that on the date scheduled principal repayments in inverse order of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection their maturity. No payment with such prepayment, pay respect to the Bank to the Prepayment Fee, if applicable. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall Advance may be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliancereborrowed.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon the terms and conditions of this AgreementAgreement at any time from the date hereof through December 31, 1997 (the "Equipment Availability End Date"), Bank agrees to make advances (each an "Equipment Advance" and collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not to exceed the Committed Equipment Line. To evidence the Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request an invoice for the equipment to be purchased or financed. The Equipment Advances shall be used only to Borrower. Borrower may request purchase or finance Equipment Advances at any time during the Draw Periodpurchased on or after January 1, provided that the initial Equipment Advance 1996 and shall not exceed One Million Five Hundred Thousand Dollars ONE HUNDRED Percent ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty percent (60100%) of the invoice amount of such equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved from time to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance)time by Bank, excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand , provided, however, that tooling equipment may constitute no more than THREE HUNDRED THOUSAND AND NO/100THS Dollars ($150,000300,000) or the amount that has not yet been drawn under the of aggregate Equipment LineAdvances. Software may constitute up to TWO HUNDRED FIFTY THOUSAND AND NO/100THS Dollars ($250,000) of aggregate Equipment Advances. (iib) Interest on Equipment Advances made prior to JULY 1, 1997 shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c)on the Payment Date of each month through JUNE, 1997. Any Equipment Advances that are outstanding on June JUNE 30, 2013 shall 1997 will be payable in twenty seven THIRTY SIX (2736) equal monthly installments of principal, plus all accrued and unpaid interest, beginning on July 1, 2013, and continuing on the same day Payment Date of each month thereafter starting JULY, 1997 and ending on the Equipment Maturity Date. (c) Interest on Equipment Advances made after JUNE 30, 1997 shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable on the Payment Date of each month through the Equipment Maturity Availability End Date. Any Equipment Advances made by Bank after June JUNE 30, 2013 shall immediately amortize and 1997 that are outstanding on the Equipment Availability End Date falls will be payable in THIRTY (30) equal monthly installments of principal, plus all accrued and unpaid interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day Payment Date of each month thereafter through following the Equipment Availability End Date and ending on the Equipment Maturity Date, at which time all amounts due in connection with the . Equipment Advances made under this Section 2.1(b) shall may be immediately due and payable. Equipment Advancesrepaid at any time, but once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iiid) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice invoice(s) for any the Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make advances (each an "Equipment Advances Advance" and, collectively, the "Equipment Advances") to Borrower. Borrower may request Equipment Advances at any time during from the Draw Period, provided that date hereof through the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”)Availability End Date. The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. And Bank may advance up to 30% of the aggregate amount of outstanding Equipment Advances as Software Equipment Advances; PROVIDED, HOWEVER, that each Software Equipment Advance shall be in a minimum amount of $100,000. Each Equipment Advance shall not exceed sixty percent (60%) 100% of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 60 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and discounts, installation expense. Each Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line, and other such soft costs. (ii) Interest shall accrue from At the date time of each Equipment Advance at Hardware Advance, the rate specified in Section 2.3(a)aggregate of the then outstanding principal balance of the Hardware Advances, and if any, shall be payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 added to the new Hardware Advance and the total aggregate balance of both shall be payable in twenty seven (27) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principalinstallments, plus including all accrued interestinterest thereon, beginning on the last day of each month commencing on the first (1st) day of full calendar month following the month immediately following initial advance and each such Equipment Advance subsequent advance hereunder and continuing on the same last day of each succeeding month thereafter through until the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Hardware Advances made under this Section 2.1(b) and any other amounts due under this Agreement shall be immediately due and payable. (iii) Interest on each Software Equipment Advance shall begin to accrue on the funding date of the relevant Software Equipment Advance. Each Software Equipment AdvancesAdvance shall be payable in eighteen (18) equal monthly principal installments, plus all accrued interest, beginning on the date that is one month after such Software Equipment Advance is funded and continuing on the same day of each subsequent month thereafter (or on the last day of the month if the date of funding was on the 31st day of any month) through the date that is 18 months after such Software Equipment Advance funding date. (iv) Equipment Advances may not be prepaid. Any Equipment Advance or portion thereof, once repaid, repaid may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iiiv) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) one Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit EXHIBIT C. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through January 7, 2003, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars advances ($1,500,000) (the “Initial each an "Equipment Advance”). The " and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment equipment, test equipment, servers and software listed in that certain Machinery and Equipment 2013 Projection delivered computers approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, purchased within ninety (90) days, days of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a)2.3, and shall be payable in accordance with Section 2.3(c)monthly on the first day of each month so long as any Equipment Advances are outstanding. Any Equipment Advances that are outstanding on June 30January 7, 2013 2003 shall be payable in twenty seven thirty-six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July 1February 7, 20132003, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made owing under this Section 2.1(b) and any other amounts owing under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through July 12, 2003, Bank agrees to make advances (each an “Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw PeriodAdvance” and, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (collectively, the “Initial Equipment AdvanceAdvances”). The ) to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment equipment, software, tenant improvements, and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date soft costs (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding including taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a2.2(a), and shall be payable in accordance with Section 2.3(c)monthly on the twelfth (12th) day of each month so long as any Equipment Advances are outstanding. Any Equipment Advances that are outstanding on June 30January 13, 2013 2003 shall be payable in twenty seven thirty six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July 1February 12, 20132003, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank extended on or after June 30January 13, 2013 2003 that are outstanding on July 13, 2003 shall immediately amortize and be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance August 12, 2003, and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made owing under this Section 2.1(b2.1(a) and any other amounts owing under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicableor portion thereof at any time without penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice invoices (including invoices for progress payments) for any Equipment to be financed. (iv) Borrower shall maintain a money market account or a certificate of deposit with Bank in an amount equal to or greater than the amount by which the outstanding principal balance of the Equipment Advances exceeds $7,500,000 (the “Equipment Cash Collateral”) at all times. Bank Sufficient Equipment Cash Collateral shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by deposited with Bank as a result condition precedent to the issuance of such relianceany Equipment Advance which shall cause the aggregate outstanding principal balance of all Equipment Advances to exceed $7,500,000.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Equipment Advances to BorrowerBorrower from the Closing Date through the Availability End Date. Borrower may request Equipment Advances under the Equipment Line at any time during from the Draw Perioddate hereof through the earlier of (a) the Full Utilization Date, provided that and (b) the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment LineAvailability End Date. Each Equipment Advance shall not exceed sixty percent (60%x) 100% of the invoice amount of new equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchasedpurchased since November 1, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance2005), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an ; and (y) 100% of the invoice amount equal for leasehold improvements, not to the lesser of One Hundred Fifty Thousand Dollars (exceed $150,000) or the amount that has not yet been drawn under the Equipment Line2,000,000. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 as of the Amortization Start Date shall be payable in twenty seven (27) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day Business Day of the first full month immediately following such Equipment Advance after the Amortization Start Date, and continuing on the same day of each month thereafter through until paid in full, but no later than the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) any other amounts due under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific Eastern time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through May 12, 2006, Bank agrees to make advances (each an “Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw PeriodAdvance” and, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (collectively, the “Initial Equipment AdvanceAdvances”). The ) to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of new equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered tenant improvements approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Notwithstanding the foregoing, in the initial Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment LineAdvance, Bank will finance such equipment and tenant improvements purchased at any time after September 1, 2004. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a)2.3, and shall be payable in accordance with Section 2.3(c)monthly on the twenty fourth (24th) day of each month so long as any Equipment Advances are outstanding. Any Equipment Advances that are outstanding on June 30July ___, 2013 2005 shall be payable in twenty seven thirty six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July 1August ___, 20132005, and continuing on the same day of each month thereafter through the Equipment Maturity Datethereafter. Any Equipment Advances made by Bank after June 30that are outstanding on October ___, 2013 2005 (which have not already begun amortizing) shall immediately amortize and be payable in thirty six (36) equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance November ___, 2005, and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the thereafter. Any Equipment Advances made under this Section 2.1(bthat are outstanding on January ___, 2006 (which have not already begun amortizing) shall be immediately due payable in thirty six (36) equal monthly installments of principal, plus all accrued interest, beginning on February ___, 2006, and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that continuing on the date same day of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:each month

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during from the Draw Perioddate hereof through December 28, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”)2006. The aggregate outstanding amount of the Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment equipment, capitalized software and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date tenant improvements (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment AdvanceAdvance or after April 1, 2005 in the case of Equipment, capitalized software and/or tenant improvements not present at Borrower at the time of Bank’s appraisal), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser Advances for capitalized software and tenant improvements shall not exceed ten percent (10%) of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line. (ii) Interest shall accrue from the date of Borrower receives each Equipment Advance at the rate specified in Section 2.3(a2.3 (a), and shall be payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 the Equipment Maturity Date shall be payable in twenty seven (27) equal monthly installments a single payment of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b2.1(c) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject At any time from the date hereof through June 18, 1998 (the "Equipment Availability Date"), Borrower may from time to and upon time request advances (each an "Equipment Advance" and, collectively, the terms and conditions "Equipment Advances") from Bank in an aggregate principal amount of this Agreement, Bank agrees up to make One Million Dollars ($1,000,000). The Equipment Advances shall be used to Borrower. Borrower may request purchase Equipment Advances at approved from time to time by Bank (which shall in any time during the Draw Periodcase have been purchased since June 30, provided that the initial Equipment Advance 1996) and shall not exceed One Million Five Hundred Thousand Dollars one hundred percent ($1,500,000100%) of the cost of such Equipment, excluding installation expense, freight discounts, warranty charges and taxes. Up to twenty percent (20%) of the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Linemay be used for software and leasehold improvements or other soft costs approved by Bank. Each Equipment Advance shall not exceed sixty percent (60%) of the invoice be in a minimum amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line50,000). (iib) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c)monthly on the last Business Day of each month for each month through June, 1998. Any The Equipment Advance or Equipment Advances that are outstanding on June 30, 2013 shall the Equipment Availability Date will be payable in twenty seven thirty-six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July 118, 2013, 1998 and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Maturity Date, at on which time date the entire principal amount and all amounts due in connection with the Equipment Advances made under this Section 2.1(b) accrued but unpaid interest shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay The principal and all accrued but unpaid interest under the Equipment Advances Advance or Equipment advances may be repaid at any time without penalty, in whole or in part, prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iiic) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific California time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be in substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any the Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through DECEMBER 31, 1998 (the "Equipment Availability End Date"), Bank agrees to make advances (each an "Equipment Advance" and collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not to exceed the Committed Equipment Line. To evidence the Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the equipment to be purchased or financed. The Equipment Advances shall be used only to Borrower. Borrower may request purchase or finance Equipment Advances at any time during the Draw Periodpurchased after June 30, provided that the initial Equipment Advance 1997 and shall not exceed One Million Five Hundred Thousand Dollars ONE HUNDRED Percent ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty percent (60100%) of the invoice amount of such equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved from time to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance)time by Bank, excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Software may, however, constitute up to FIFTEEN percent (15%) of aggregate Equipment Advance must be in an amount equal to the lesser Advances. Tenant improvements may constitute no more than THIRTY FIVE percent (35%) of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the aggregate Equipment LineAdvances. (iib) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a2.2(a), and shall be payable monthly for each month through the month in accordance with Section 2.3(c)which the Equipment Availability End Date falls. Any Equipment Advances that are outstanding on December 31, 1997 will be payable in FORTY EIGHT (48) equal monthly installments of principal, plus all accrued interest, beginning on January 9, 1998 and ending on December 9, 2001. Any Equipment Advances made after December 31, 1997 that are outstanding on March 31, 1998 will be payable in FORTY EIGHT (48) equal monthly installments of principal, plus all accrued interest, beginning on April 9, 1998 and ending on March 9, 2002. Any Equipment Advances made after March 31, 1998 that are outstanding on June 30, 2013 shall 1998 will be payable in twenty seven FORTY EIGHT (2748) equal monthly installments of principal, plus all accrued interest, beginning on July 19, 20131998 and ending on June 9, and continuing on the same day of each month thereafter through the Equipment Maturity Date2002. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and 1998 that are outstanding on October 9, 1998 will be payable in FORTY EIGHT (48) equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance November 9, 1998 and continuing ending on the same day of each month thereafter through the Equipment Maturity DateOctober 9, at which time all amounts due in connection with the 2002. Any Equipment Advances made under this Section 2.1(bafter October 9, 1998 that are outstanding on December 31, 1998 will be payable in FORTY EIGHT (48) shall be immediately due equal monthly installments of principal, plus all accrued interest, beginning on January 9, 1999 and payableending on the Maturity Date. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iiic) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice invoice(s) for any the Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through August 31, 2004, Bank agrees to make advances (each an “Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw PeriodAdvance” and, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (collectively, the “Initial Equipment AdvanceAdvances”). The ) to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the paid invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, insurance, shipping, warranty charges, freight discounts discounts, installation, and installation maintenance expense. Each Notwithstanding the foregoing, (i) no (1) 364 days from the date of the amendment. more than 50% of the Equipment Line may be used to finance software and other soft costs, (ii) no Equipment Advance must shall be in an amount equal to the lesser of One less than Two Hundred Fifty Thousand Dollars ($150,000250,000), and (iii) or Bank will finance equipment purchased up to 180 days prior to the amount that has not yet been drawn under Second Amendment Effective Date in the initial Equipment LineAdvance. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a2.3(a)(ii), and shall be payable in accordance with Section 2.3(c)monthly on the last day of each month so long as any Equipment Advances are outstanding. Any Equipment Advances that are outstanding on June 30September 1, 2013 2004 shall be payable in twenty seven twenty-four (2724) equal monthly installments of principal, plus all accrued interest, beginning on July September 1, 20132004, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with owing under the Equipment Advances made Line and any other amounts owing under this Section 2.1(b) Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to without penalty or premium except as otherwise provided in the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicableLIBOR Addendum. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. d. Section 2.1(c2.3(a)(ii) of the Loan Agreement is hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through September 23, 1998 (the "Equipment Availability End Date"), Bank agrees to make advances (each an "Equipment Advance" and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not to exceed (i) the Committed Equipment Line minus (ii) the face amount of all outstanding Letters of Credit (including drawn ----- but unreimbursed Letters of Credit), minus (iii) the Foreign Exchange Reserve, ----- minus (iv) the Cash Management Sublimit, minus (v) the Executive Guaranty ----- ----- Reserve. The Equipment Advances shall be used only to Borrower. Borrower may request purchase or refinance Eligible Equipment Advances at any time during purchased on or after one hundred fifty (150) days prior to the Draw Period, provided that the initial Equipment Advance date hereof and shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of such equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved from time to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance)time by Bank, excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line. (iib) Interest shall accrue from the date of each outstanding Equipment Advance at the rate specified in Section 2.3(a), 2.2(a) and shall be payable monthly for each month through the month in accordance with Section 2.3(c)which the Equipment Availability End Date falls. Any Equipment Advances that are outstanding on June 30, 2013 shall the Equipment Availability End Date will be payable in twenty seven thirty-six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day Payment Date of each month thereafter through following the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize Availability End Date and be payable in equal monthly installments of principal, plus all accrued interest, beginning ending on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) 2.1 and all other amounts due under this Agreement shall be immediately due and payable. Equipment AdvancesAdvances may be prepaid at any time without penalty, but, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iiic) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be --------- signed by a Responsible Officer or its designee and include shall constitute a copy representation and warranty by Borrower that the requested Equipment Advance is for the purchase of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such relianceEligible Equipment.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon the terms and conditions of this Agreement, AND ONLY ON AND AFTER THE CONSUMMATION OF THE PRIVATE PLACEMENT TRANSACTION, at any time from the date hereof through twelve (12) months from the date hereof (the "Equipment Availability End Date"), Bank agrees to make advances (each an "Equipment Advance" and collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not to exceed the Committed Equipment Line. To evidence the Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the equipment to be purchased or which has been purchased, subject to the following sentence. The Equipment Advances shall be used only to Borrower. Borrower may request purchase Equipment Advances at any time during purchased on or after ninety (90) days prior to the Draw Period, provided that the initial date of such Equipment Advance and shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one-hundred percent (60100%) of the invoice amount of such equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved from time to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance)time by Bank, excluding taxes, shipping, warranty charges, freight discounts and installation expense. Software may, however, constitute up to twenty-five percent (25%) of each Equipment Advance. Each Equipment Advance must be in an a minimum amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line25,000. (iib) Interest shall accrue from the date of each Equipment Advance at the rate specified set forth in Section 2.3(a), ) below and shall be payable monthly for each month through the month in accordance with Section 2.3(c)which the Equipment Availability End Date falls. Any Equipment Advances that are outstanding on June 30, 2013 shall the Equipment Availability End Date will be payable in twenty seven (27) 36 equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, principal plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day Payment Date of each month thereafter through following the Equipment Availability End Date and ending on the Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iiic) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any the Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:]

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through March 31, 2003, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars advances ($1,500,000) (the “Initial each an "Equipment Advance”). The " and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts discounts, installation, and installation maintenance expense. Each Notwithstanding the foregoing, (i) no more than 20% of the Equipment Line may be used to finance software and other soft costs, (ii) no Equipment Advance must shall be in an amount equal of less than $250,000, and (iii) Bank will finance equipment purchased up to 90 days prior to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or Closing Date in the amount that has not yet been drawn under the initial Equipment LineAdvance. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a)2.3, and shall be payable in accordance with Section 2.3(c)monthly on the last day of each month so long as any Equipment Advances are outstanding. Any Equipment Advances that are outstanding on June 30April 1, 2013 2003 shall be payable in twenty seven thirty (2730) equal monthly installments of principal, plus all accrued interest, beginning on July April 1, 20132003, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same last day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made owing under this Section 2.1(b) and any other amounts owing under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (a) Bank will make an advance (the "Initial Equipment Advance") not exceeding the Committed Equipment Line. The Initial Equipment Advance may not exceed the lesser of (i) Subject to and upon 50% of the terms and conditions net book value of this Agreement, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that continous passive motion devices in the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars rental base or ($1,500,000ii) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Committed Equipment Line. Each All subsequent Equipment Advance Advances (the "Subsequent Equipment Advances") shall be made on a semi-annual basis not to exceed sixty percent (60%) the lesser of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to 75% of the Initial Equipment Advance, within one hundred eighty (180) days in-service cost of newly manufactured and rebuilt devices or (ii) with respect to all subsequent the Committed Equipment Advances, within ninety (90) days, Line. Equipment Advances made under this Section may be repaid and reborrowed during the term of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Committed Equipment Line. (iib) Interest shall accrue accrues from the date of each the Initial and Subsequent Equipment Advance Advances at the rate specified in Section 2.3(a) and is payable monthly until the May 1, 2000 (the "Equipment Maturity Date"). The Initial Equipment Advance payment will be determined by dividing the outstanding principal balance by 30, and which sum will constitute the monthly principal payments due to Bank. Such payments shall be payable in accordance with Section 2.3(c). Any for 30 months beginning one month following the date of the Initial Equipment Advances that are outstanding on June 30, 2013 shall Advance and all subsequent payments of principal will be payable in twenty seven (27) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing due on the same day of each month thereafter through the Equipment Maturity Date. Any The repayment of all outstanding Subsequent Equipment Advances made shall be 4 determined on a semi-annual basis, following the Initial Equipment Advance by Bank after June dividing the aggregate outstanding Equipment Advances by 30, 2013 which sum will constitute the monthly principal payment due to Bank. Such payments shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on one month following the first (1st) day date of the month immediately following such Subsequent Equipment Advance and continuing all subsequent payments of principal will be due on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iiic) When Borrower desires to To obtain an Equipment Advance, Borrower shall must notify Bank (which the notice shall be is irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) 1 Business Days Day before the day on which the Equipment Advance is to be made. Such The notice shall be substantially in the form of Exhibit C. The notice shall B (Payment/Advance Form) must be signed by a Responsible Officer or its designee and include a copy of the invoice for any the Equipment to be being financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through October 30, 1998, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars advances ($1,500,000) (the “Initial each an "Equipment Advance”). The " and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each The Equipment Advance Advances shall be used only to purchase Equipment approved from time to time by Bank purchased on or after ninety (90) days prior to the date hereof, and shall not exceed sixty eighty percent (6080%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance)such equipment, excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Not more than twenty-five percent (25%) of the aggregate outstanding Equipment Advance must Advances shall be in an amount equal used to finance the lesser acquisition or licensing of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Linesoftware. (iib) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c)monthly for each month through October 1998. Any Equipment Advances that are outstanding on June October 30, 2013 1998 shall be payable in twenty seven thirty-six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July 1November 30, 20131998, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June October 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Maturity Date2001, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) 2.1.4 and any other amounts due under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iiic) When Borrower desires to obtain an a Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through the first anniversary of the Closing Date, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall each in a minimum amount of $100,000, and in an aggregate amount not to exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”1,000,000). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment Equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to closed the Initial Equipment Advance, purchase within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding and not more than twenty five percent (25%) of each Equipment Advance being used for taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Lineexpense and other soft costs. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a)2.3, and shall be payable in accordance with Section 2.3(c). Any monthly on the tenth day of each month so long as any Equipment Advances that are outstanding on June 30, 2013 outstanding. Equipment Advances made during any particular Draw Period shall be payable in twenty seven thirty six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013the tenth day of the month following the end of such Draw Period, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same tenth day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made owing under this Section 2.1(b) and any other amounts owing under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by electronic mail or facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of the Equipment Advance Request Form attached hereto as Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice and proof of payment of such invoice for any Equipment to be financed. financed and such other information as Bank shall be entitled to rely on any facsimile notice given by a person who Bank may reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliancerequest.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Equipment Advances to BorrowerBorrowers. Borrower Parent may request Equipment Advances at any time during from the Draw Period, provided that date hereof through the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”)Line Availability End Date. The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower Borrowers shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser Advances for software shall not exceed twenty percent (20%) of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 the Equipment Line Availability End Date shall be payable in twenty seven four (2724) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day Business Day of the first month immediately following such after the Equipment Advance Line Availability End Date, and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b2.1(c) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower Borrowers may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When a Borrower desires to obtain an Equipment Advance, Borrower Parent shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through January 31, 2004, Bank agrees to make advances (each an “Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw PeriodAdvance” and, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (collectively, the “Initial Equipment AdvanceAdvances”). The ) to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty ninety percent (6090%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 120 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment AdvanceAdvances), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advances for software shall not exceed $250,000 in the aggregate of all Equipment Advances. Notwithstanding the foregoing, subject to and upon the terms and conditions of this Agreement, and subject to the limitation above on software, Bank agrees to make a single Equipment Advance must be in an amount equal to on or about the lesser Closing Date (the “Closing Date Equipment Advance”), which shall not exceed $300,000 for equipment and software approved by Bank (which Borrower shall have purchased more than 120 days from the date of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Closing Date Equipment LineAdvance, but after January 1, 2002). (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a2.3 (a), and shall be payable in accordance with Section 2.3(c). Any monthly on the last day of each month so long as any Equipment Advances that are outstanding on June 30, 2013 outstanding. The Closing Date Equipment Advance shall be payable in twenty seven thirty (2730) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013the last day of the first full month following the Closing Date, and continuing on the same day of each month thereafter through the Equipment Maturity Dateuntil paid in full. Any Equipment Advances made by Bank after June (excluding the Closing Date Equipment Advance) that are outstanding on January 30, 2013 2003 shall immediately amortize and be payable in thirty (30) equal monthly installments of principal, plus all accrued interest beginning on February 28, 2003, and continuing on the same day of each month thereafter until paid in full. Any Equipment Advances that are outstanding on January 31, 2004 (excluding the Closing Date Equipment Advance and any Equipment Advances which were outstanding on January 30, 2003) shall be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance February 29, 2004, and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time times all amounts due in connection with the Equipment Advances made owing under this Section 2.1(b2.1 (b) and any other amounts owing under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. 3. Unless otherwise defined, all capitalized terms in this Amendment shall be as defined in the Agreement. Except as amended, the Agreement remains in full force and effect. 4. Borrower represents and warrants that the representations and warranties contained in the Agreement are true and correct as of the date of this Amendment. 5. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. 6. As a condition to the effectiveness of this Amendment, Bank shall be entitled have received, in form and substance satisfactory to rely on any facsimile notice given Bank, the following: (a) this Amendment, duly executed by a person who Borrower; (b) Secretary’s Certificate incorporating Resolutions to Borrow; (c) an amount equal to all Bank reasonably believes to be a Responsible Officer or a designee thereofExpenses incurred after the Closing Date; and (d) such other documents, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result completion of such relianceother matters, as Bank may reasonably deem necessary or appropriate.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through July 16, 1998 (the "Equipment Availability End Date"), Bank agrees to make advances (each an "Equipment Advance" and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not to exceed the Committed Equipment Line. To evidence the Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the equipment to be purchased. The Equipment Advances shall be used only to Borrower. Borrower may request purchase or refinance Equipment Advances at any time during purchased on or after ninety (90) days prior to the Draw Period, provided that the initial Equipment Advance date hereof and shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of such equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved from time to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance)time by Bank, excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must Advances, once repaid, may not be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Linereborrowed. (iib) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a23(a), and shall be payable monthly for each month through the month in accordance with Section 2.3(c)which the Equipment Availability End Date falls. Any Equipment Advances that are outstanding on June 30October 15, 2013 1997 shall be payable in twenty seven thirty-six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July 1November 15, 20131997, and continuing on the same day of each month thereafter through the Equipment Maturity DateOctober 15, 2000. Any Equipment Advances made by Bank drawn after June 30October 15, 2013 1997 that are outstanding on January 15, 1998 shall immediately amortize and be payable in thirty-six (36) equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance February 15, 1998 and continuing through January 15, 2001. Any Equipment Advances drawn after January 15, 1998 that are outstanding on April 15, 1998 shall be payable in thirty-six (36) equal monthly installments of principal, plus accrued interest, beginning on May 15, 1998 and continuing through April 15, 2001. Any Equipment Advances drawn after April 15, 1998 that are outstanding on the same day Equipment Availability End Date will be payable in thirty-six (36) equal monthly installments of each month thereafter principal, plus accrued interest, beginning on August 15, 1998 and continuing through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:Maturity

Equipment Advances. Through the soonest of the anniversary of the Closing Date or April 30, 2004 (i) Subject to and upon the terms and conditions of this Agreement"Equipment Availability End Date"), Bank agrees to will make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars advances ($1,500,000) (the “Initial each an "Equipment Advance”). The " and, collectively, "Equipment Advances") in an aggregate outstanding amount of Equipment Advances shall not exceed exceeding the Committed Equipment Line. Each The Equipment Advances may only be used to finance or refinance Equipment purchased on or within 90 days before the date of each Equipment Advance shall not exceed sixty percent (60%) or in the case of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial initial Equipment Advance, within one hundred eighty (180) 120 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of before the date of the corresponding initial Equipment Advance), ) and may not exceed 100% of the equipment invoice excluding taxes, shipping, warranty charges, freight discounts and installation expense. Software may constitute up to $200,000 of the aggregate Equipment Advances. Each Equipment Advance must be in an amount equal for a minimum of $50,000. The number of Equipment Advances is limited to the lesser of One Hundred Fifty Thousand Dollars one ($150,0001) or the amount that has not yet been drawn under the Equipment Line. (ii) per month. Interest shall accrue accrues from the date of each Equipment Advance at the rate specified in Section 2.3(a), 2.3 (a) and shall be is payable monthly until the Equipment Availability End Date occurs. Equipment Advances outstanding on the Equipment Availability End Date are payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 shall be payable in twenty seven (27) 36 equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on interest at the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable rate in equal monthly installments of principal, plus all accrued interestSection 2.3 (a), beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day 1st of each month thereafter through following the Equipment Availability End Date commencing May 1, 2004 and ending on April 1, 2007 (the "Equipment Maturity Date"). When repaid, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior shall be entitled to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all (but not less than all all) of the then current Obligations for the Equipment Advances Advances, subject to prior written notice and (ii) in connection with such prepayment, pay to payment of the Bank to the applicable Prepayment Fee, if applicable. (iii) When Borrower desires to . To obtain an Equipment Advance, Borrower shall must notify Bank (which the notice shall be is irrevocable) by facsimile transmission to be received no later than 3:00 12:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such The notice shall be substantially in the form of Exhibit C. The notice shall B (Payment/Advance Form) must be signed by a Responsible Officer or its designee and include a copy copies of the invoice invoices for any the Equipment to be being financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject At any time from the date hereof through JUNE 30, 1998, Borrower may from time to time request advances from Bank in an aggregate amount not to exceed ONE MILLION AND NO/100THS DOLLARS ($1,000,000) to finance Equipment purchased after JULY 1,1997 and upon prior to JULY 1, 1998. (b) At any time after JUNE 30, 1998 through DECEMBER 31,1998, Borrower may from time to time request advances from Bank in an aggregate amount not to exceed the terms and conditions Committed Equipment Line less any advances made under Section 2.1.1(a) of this Agreement, Bank agrees to make finance Equipment Advances purchased after JUNE 1, 1998 and prior to Borrower. Borrower may request JANUARY 1, 1999. (c) The advances under Sections 2.1.1 (a) and 2.1.1(b) of this Agreement (each an "Equipment Advances at any time during Advance" and collectively, the Draw Period, provided that the initial "Equipment Advance Advances") shall not exceed One Million Five Hundred Thousand Dollars ONE HUNDRED Percent ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty percent (60100%) of the invoice amount of such equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved from time to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance)time by Bank, excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Software may, however, constitute up to FORTY percent (40%) of aggregate Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment LineAdvances. (iid) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a2.2(a), and shall be payable on the Payment Date of each month through the month in accordance with which the applicable Equipment Advance converts to a term loan as set forth in this Section 2.3(c2.1.1(d). Any Equipment Advances made under Section 2.1.1(a) of this Agreement that are outstanding on June 30, 2013 shall JULY 1,1998 will be payable in twenty seven FORTY EIGHT (2748) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day Payment Date of each month thereafter through commencing JULY 5,1998 and with the Equipment Maturity Datelast payment due on JUNE 5, 2002. Any Equipment Advances made by Bank after June 30under Section 2.1.1(b) of this Agreement that are outstanding on JANUARY 1, 2013 shall immediately amortize and 1999 will be payable in FORTY TWO (42) equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day Payment Date of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection commencing JANUARY 5,1999 and with the last payment due on JUNE 5, 2002. Equipment Advances made under this Section 2.1(b) shall may be immediately due and payableprepaid without penalty. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iiie) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice invoice(s) for any the Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon Through November 5, 2002 (the terms and conditions of this Agreement"Equipment Availability End Date"), Bank agrees to will make advances ("Equipment Advance" and, collectively, "Equipment Advances") not exceeding the Committed Equipment Line. The Equipment Advances may only be used to Borrower. Borrower may request finance or refinance Eligible Equipment Advances at any time during the Draw Periodpurchased after January 1, 2002, provided that notwithstanding anything set forth herein or any of the initial Loan Documents to the contrary, with respect to any such Eligible Equipment purchased after January 1, 2002 but more than 120 days before the date of each Equipment Advance the Repayment Period for such Equipment Advance shall be thirty (30) months and for all Equipment Advances, the amount of such Equipment Advance may not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance)invoice, excluding in the case of Eligible Equipment, taxes, shipping, warranty charges, freight discounts and installation expense. Other Equipment may constitute up to thirty five percent (35%) of the aggregate Equipment Advances. Each Equipment Advance must be in an amount equal to the lesser for a minimum of One Two Hundred Fifty Thousand Dollars ($150,000250,000). The number of Equipment Advances is limited to four (4). Notwithstanding the foregoing, Borrower may request to draw down the entire Committed Equipment Lien on the Closing Date in a single Equipment Advance (the "Single Equipment Advance") or at closing in the amount that has not yet been drawn under of the Committed Equipment Line. In the event the Borrower requests the Single Equipment Advance, Borrower will provide Bank with invoices for Eligible Equipment satisfactory to Bank in an amount not less than the Committed Equipment Line on or before November 5, 2002. (iib) Interest shall accrue accrues from the date of each Equipment Advance at the rate specified in Section 2.3(a), 2.3 (a) and shall be is payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 shall be payable in twenty seven (27) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable.monthly (iiic) When Borrower desires to To obtain an Equipment Advance, Borrower shall Borrowers must notify Bank (which the notice shall be is irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific Eastern time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such The notice shall be substantially in the form of Exhibit C. The notice shall B (Payment/Advance Form) must be signed by a Responsible Officer or its designee and include a copy of the invoice for any the Eligible Equipment to be being financed. Bank , provided that Eligible Equipment invoices for the Single Equipment Advance shall be entitled delivered to rely on any facsimile notice given Bank in accordance with Section 2.1.2(a) above. All Equipment Advances will be made by a person who Bank reasonably believes internal transfer to be a Responsible Officer or a designee thereof, and an account of Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliancemaintained with Bank.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through April 30, 2003, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars no more than one ($1,500,0001) advance per calendar month (the “Initial each an "Equipment Advance”). The " and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall be in the principal amount of no less than One Hundred Thousand Dollars ($100,000) and shall not exceed sixty percent one hundred (60100%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered reasonably approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance, including, without limitation within ninety (90) days prior to the Closing Date), excluding taxes, shipping, warranty charges, freight discounts shipping and installation expensehandling. Each The aggregate amount of Equipment Advance must be in an amount equal to Advances used for the lesser purchase of One software or leasehold improvement purchases shall not exceed Two Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line200,000). (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a)2.3. At the end of the month in which each Equipment Advance is made, and the outstanding amount of said Equipment Advance shall be payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 shall be payable in twenty seven thirty six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through thereafter. Any amounts outstanding on the Equipment Maturity Date, at which time including all amounts due in connection with the Equipment Advances made owing under this Section 2.1(b) and any other amounts owing under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon At any time from the terms and conditions of this Agreementdate hereof through May 20, 2000, Bank agrees to make advances (each an "Equipment Advances Advance" and, collectively, the "Equipment Advances") to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall in an aggregate outstanding amount not to exceed One Two Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”2,500,000). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment equipment, leasehold improvements, and software listed in that certain Machinery and Equipment 2013 Projection delivered presented to Bank on from time to time, provided that Bank may exercise its right of prior consent in respect of used equipment or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect leasehold improvements such consent not to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance)be unreasonably withheld, excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each , provided that aggregate Equipment Advance must be in an amount equal to the lesser of One Advances used for leasehold improvements and software shall not exceed Seven Hundred Fifty Thousand Dollars ($150,000) 750,000), and provided further that, except for the initial Equipment Advance in a principal amount of up to $360,000 (which Borrower will use to repay an obligation to Silicon Valley Bank), Equipment Advances shall finance only Equipment purchased or the amount acquired after February 21, 1999. Each Equipment Advance shall be for a minimum of Fifty Thousand Dollars ($50,000), provided that has not yet been drawn under the Equipment Lineindividual items of equipment may be for lesser amounts. (iib) Interest shall accrue from the date of each Equipment Advance at a rate equal to the rate specified in Section 2.3(aBase Rate plus one half percent (0.5%), and shall be payable in accordance with Section 2.3(c)monthly on the first (1st) day of each month through June 1, 2003. During the continuance of an Event of Default, the Equipment Advances shall bear interest at a rate of three (3) percentage points above the rate applicable prior to such continuance. Any Equipment Advances that are outstanding on June 30December 1, 2013 1999 ("First Tranche Advances") shall be payable in twenty seven thirty-six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July January 1, 20132000, and continuing on the same day of each month thereafter through the Equipment Maturity DateDecember 1, 2002. Any Equipment Advances made by Bank after that are outstanding on June 301, 2013 2000 and not outstanding as of December 1, 1999 (the "Second Tranche Advances") shall immediately amortize and be payable in thirty-six (36) equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance June 1, 2000, and continuing on the same day of each month thereafter through the Equipment Maturity DateJune 1, 2003, at which time all amounts due in connection with the outstanding Equipment Advances made under this Section 2.1(b) and interest thereon shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to without penalty or premium. Notwithstanding the Equipment Maturity Dateforegoing, provided any or all First Tranche Advances or Second Tranche Advances, or both, that are outstanding before December 1, 1999, or on the date of such prepayment Borrower shallJune 1, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment2000, pay to the Bank to the Prepayment Fee, if applicable. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time may upon Borrower's three (3) Business Days before day prior written notice to Bank, accrue interest at a fixed rate equal to three and one quarter of one percent (3.25%) above the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered rate quoted by Bank to Borrower as a result the "Cost of Funds Rate." For the purposes of this paragraph, "Cost of Funds Rate" shall mean the rate of interest generally determined by Bank for purposes of all loans and credits making reference to such reliance.” 2. Section 2.1(c) "Cost of the Agreement hereby is amended and restated Funds," in its entirety sole discretion, from time to read time, as follows:its cost of funds, as such rate may change from time to time.

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during from the Draw Perioddate hereof through September 12, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”)2007. The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered tenant improvements approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Notwithstanding the foregoing, no later than seven (7) days after the Closing Date, Borrower may request and, if so requested, Bank will make a single Equipment Advance must be for equipment and tenant improvements purchased between January 1, 2006 and June 1, 2006 in an amount equal not to the lesser of One exceed Two Million Six Hundred Fifty Thousand Dollars ($150,0002,600,000), including total soft costs (for software & tenant improvements) or not to exceed One Million Five Hundred Thousand One Dollars ($1,500,001). Equipment Advances for tenant improvements shall not exceed Five Million Dollars ($5,000,000) in the amount that has not yet been drawn under the Equipment Lineaggregate. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30September 12, 2013 2007 shall be payable in twenty seven sixty (2760) equal monthly installments of principal, plus all accrued interest, beginning on July 1October 12, 20132007, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) and any other amounts due under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing AddendumLIBOR Addendum with respect to LIBOR Option Advances (as defined therein), Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon the terms and conditions of this Agreement, at any time from the Closing Date through the Revolving Maturity Date, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars new advances ($1,500,000) (the “Initial each an "Equipment Advance”). The " and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance, except for the initial Equipment Advance for equipment and software purchased over 90 days from the date of the corresponding initial Equipment Advance approved by Bank; provided that such initial Equipment Advance shall not exceed $2,392,500), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal Up to the lesser of One Seven Hundred Fifty Thousand Dollars ($150,000750,000) or the amount that has not yet been drawn under of the Equipment LineLine may be used by Borrower for software purchases, leasehold improvements, and integration costs. (iib) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable monthly on the 19th day of each month through September 19, 2001. The initial Equipment Advance shall be payable in accordance with Section 2.3(c)thirty-six (36) equal monthly installments of principal, plus all accrued interest, beginning October 19, 2000, and continuing on the same day of each month thereafter through September 19, 2003, when such initial Equipment Advance shall be immediately due and payable. Any Equipment Advances that are outstanding on December 19, 2000 shall be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on January 19, 2001, and continuing on the same day of each month thereafter through June 19, 2003, when such Equipment Advances shall be immediately due and payable. Any Equipment Advances that are outstanding on March 19, 2001 shall be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on April 19, 2001, and continuing on the same day of each month thereafter through September 19, 2003, when such Equipment Advances shall be immediately due and payable. Any Equipment Advances that are outstanding on June 3019, 2013 2001 shall be payable in twenty seven thirty (2730) equal monthly installments of principal, plus all accrued interest, beginning on July 119, 20132001, and continuing on the same day of each month thereafter through the December 19, 2003, when such Equipment Maturity DateAdvances shall be immediately due and payable. Any Equipment Advances made by Bank after June 30that are outstanding on September 19, 2013 2001 shall immediately amortize and be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance October 19, 2001, and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) 2.1.5 and any other amounts due under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iiic) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B-1. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, from June 14, 2007 through March 14, 2008, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall in an aggregate amount not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (1,000,000 before the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed Increase Date, and an additional $1,000,000 after the Equipment LineIncrease Date. Each Equipment Advance shall not exceed sixty percent (60%) 100% of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchasedpurchased after March 14, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance2007), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal expense (“Soft Costs”); provided however, that Borrower may finance up to $450,000 of Soft Costs before the lesser Equity Date, and a total of One Hundred Fifty Thousand Dollars ($150,000) or the amount 650,000, inclusive of that has not yet been drawn under the Equipment Line$450,000, thereafter. (ii) Interest Subject to Section 2.3(b), interest shall accrue from the date of each Equipment Advance at a floating rate equal to the rate specified in Section 2.3(a)Prime Rate plus 1.25% before the Equity Date, and shall be payable in accordance with Section 2.3(c)the Prime Rate plus 0.25% thereafter. Any Equipment Advances that are outstanding on June 30March 14, 2013 2008 shall be payable in twenty seven (27) 33 equal monthly installments of principal, plus all accrued interest, beginning on July 1April 14, 2013, 2008 and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with until the Equipment Advances made under this Section 2.1(b) shall be immediately due and payablehave been repaid in full. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 3:30 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed, a list of the Equipment with Serial Numbers, and such other information as Bank reasonably requests in respect of the financed Equipment. 4. Bank The following sentence is added to Section 2.2: “If at any time the aggregate Credit Extensions exceed $10,000,000, Borrowers will pay the amount of such excess to Bank. Unless otherwise agreed by Bank, such payment shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes deemed to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result made on account of such reliancethe Advances.” 25. Section 2.1(cFrom and after the Equity Date, the Advances shall bear interest at a floating rate equal to one quarter of one percent above the Prime Rate, and the Term Advances shall bear interest at a floating rate equal to three quarters of one percent (0.75%) above the Prime Rate. 6. On October 1, 2007, Borrower will pay Bank a fee equal to $183,333.333 plus $16,666.67 for each week thereafter that any portion of the Agreement hereby is Bridge Advances remains outstanding, such additional weekly fee to be earned as of 9:00 a.m. Pacific time on Monday of each week. 7. Sections 6.7, 6.8 and 6.9 are amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from December 3, 2004 through June 3, 2005, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars advances ($1,500,000) (the “Initial each an "Equipment Advance”). The " and collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of new equipment and software listed in that certain Machinery purchased for use by Borrower and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Notwithstanding the foregoing, (i) the aggregate amount of all Equipment Advance must Advances financing software shall not exceed $50,000 and (ii) in the initial Equipment Advance, which shall be in an amount equal to requested on or before December 31, 2004. Bank will finance equipment and software purchased at any time on or after September 3, 2004 (the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the "Lookback Equipment LineAdvance"). (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a)2.2, and shall be payable in accordance with Section 2.3(c). Any monthly on the first (1st) day of each month so long as any Equipment Advances that are outstanding on June 30, 2013 outstanding. The Lookback Equipment Advance shall be payable in twenty seven thirty six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July January 1, 2013, 2005 and continuing on the same day of each month thereafter through the Equipment Maturity Datethereafter. Any other Equipment Advances made by Bank after that are outstanding on June 304, 2013 2005 shall immediately amortize and be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance July 1, 2005, and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made owing under this Section 2.1(b2.1(d) and any other amounts owing under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 3:30 p.m. Pacific Eastern time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment equipment and/or software to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during from the Draw Perioddate hereof through August 14, provided that 1998, Banks will make advances (each an "Equipment Advance" and, collectively, the initial "Equipment Advances") to Borrower in an aggregate outstanding amount not to exceed Four Million Dollars ($4,000,000). To evidence the Equipment Advance or Equipment Advances, Borrower shall deliver to Servicing Agent, at the time of each Equipment Advance request, an invoice for the equipment to be purchased. The Equipment Advances shall be used only to purchase or refinance Equipment approved from time to time by Banks that was purchased in any case on or after ninety (90) days prior to the Closing Date and shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance)such Equipment, excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an a minimum amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line100,000). (iib) Interest shall accrue from the date of each Equipment Advance through August 14, 1998, at a floating rate equal to the rate specified in Section 2.3(aPrime Rate minus One Half of One Percent (0.5%), and shall be payable in accordance with Section 2.3(c)monthly for each month through August 14, 1998. Any Equipment Advances that are outstanding on June 30, 2013 shall such date will be payable in twenty seven sixteen (2716) equal monthly quarterly installments of principal, plus all accrued interest, beginning on July 1September 15, 20131998, and continuing on the same fifteenth calendar day preceding the last day of each fiscal quarter thereafter through August 14, 2002. Interest thereon shall be payable monthly, beginning September 15, 1998, and continuing on the fifteenth calendar day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with until the Equipment Advances made under have been paid in full. The Equipment Advances that are outstanding on August 14, 1998 shall bear interest at a floating rate equal to the Prime Rate minus One Half of One Percent (0.5%); provided Borrower shall have a one-time option, on August 14, 1998 to select a fixed rate of interest equal to Two and One Half (2.50) percentage points above the yield of 48 month Treasury Notes as reported in the Western Edition of THE WALL STREET JOURNAL on August 13, 1998. If SVB does not timely receive written notice of Borrower's election of the fixed rate, the Equipment Advances shall bear interest at the floating rate specified in the first sentence of this Section 2.1(b) shall be immediately due and payablesection. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iiic) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. EXHIBIT B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice and proof of payment for any the Equipment to be financed. Bank . (d) Borrower may prepay all or any portion of any Equipment Advance without penalty or premium, provided that any prepayment of an Equipment Advance bearing a fixed rate of interest shall be entitled to rely on any facsimile notice given accompanied by a person who Bank reasonably believes prepayment fee equal to be a Responsible Officer or a designee thereof, and the breakage costs advised by Banks at the time of such prepayment. (e) Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as pay Servicing Agent a result of such reliance.” 2. Section 2.1(cfee equal to Ten Thousand Dollars ($10,000) on account of the Agreement hereby is amended and restated in its entirety to read as follows:Equipment Facility.

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through October 23, 2003, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars advances ($1,500,000) (the “Initial each an "Equipment Advance”). The " and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment and software listed in that certain Machinery and the Equipment 2013 Projection delivered reasonably approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal Notwithstanding anything to the lesser contrary contained herein, (i) the aggregate amount of One all Equipment Advances used for the purchase of computer equipment shall not exceed Three Hundred Fifty Thousand Dollars ($150,000300,000) during the term of this Agreement, and (ii) the aggregate amount of all Equipment Advances used to finance sales tax and installations costs shall not exceed Two Hundred Thousand Dollars ($200,000) during the term of this Agreement. On the Closing Date, Bank will finance an initial Equipment Advance for Equipment purchased up to five hundred seventy four (574) days prior to the Closing Date provided that Borrower provides Bank with copies of invoices for such equipment purchases on or prior to the amount that has not yet been drawn under the Equipment LineClosing Date. (ii) Interest shall accrue on the initial Equipment Advance from the date of each Equipment Advance Closing Date at the rate specified in Section 2.3(a)2.2, and shall be payable in accordance with Section 2.3(c). Any monthly on the twenty third (23rd) day of each month so long as any Equipment Advances that are outstanding on June 30, 2013 outstanding. The initial Equipment Advance shall be payable in twenty seven twenty-four (2724) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first twenty third (1st23rd) day of the month immediately following such Equipment Advance the Closing Date, and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made owing under this Section 2.1(b2.1(a) shall be immediately due and payable. The initial Equipment Advances, once repaid, may not be reborrowed. Borrower may prepay the initial Equipment Advances without penalty or premium (iii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.2, and shall be payable monthly on the twenty third (23rd) day of each month so long as any Equipment Advances are outstanding. Any Equipment Advances that are outstanding on April 24, 2003, which were not part of the initial Equipment Advance, shall be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on May 23, 2003, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances that are outstanding on October 24, 2003, which were not part of the initial Equipment Advance and which were not outstanding on April 24, 2003, shall be payable in twenty-four (24) equal monthly installments of principal, plus all accrued interest, beginning on November 23, 2003, and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts owing under this Section 2.1(a) and any other amounts owing under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iiiiv) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through November 14, 2005, Bank agrees to make advances (each an “Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw PeriodAdvance” and, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (collectively, the “Initial Equipment AdvanceAdvances”). The ) to Borrower in an aggregate outstanding principal amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment equipment, furniture, and software listed in that certain Machinery tenant improvements, and Equipment 2013 Projection delivered to Bank on or about the Closing Date any taxes, costs and expenses associated therewith (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 180 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance). Notwithstanding the foregoing, excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each no more than 75% of the total available Equipment Advance must Line may be in an amount equal used to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Linefinance tenant improvements. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a)2.2, and shall be payable in accordance with Section 2.3(c)monthly until the next Amortization Start Date on the fourteenth day of each month. Any On each Amortization Start Date, any Equipment Advances that are outstanding on June 30, 2013 and not already amortizing shall be payable in twenty seven (27) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) following fourteenth calendar day of the month immediately following after such Equipment Advance date and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made owing under this Section 2.1(b) and any other amounts owing under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice and proof of payment of such invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through November 30, 2002, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars advances ($1,500,000) (the “Initial each an "Equipment Advance”). The " and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment equipment, software and software listed in that certain Machinery and Equipment 2013 Projection delivered furniture approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 90 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each , provided that Bank will finance equipment, software and furniture purchased after June 30, 2001 in the initial Equipment Advance must (which shall be in an requested within one month of the Closing Date). Notwithstanding any of the foregoing, the aggregate amount equal to of all Equipment Advances for software shall not exceed 20% of the lesser aggregate amount of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the all Equipment LineAdvances at any time. (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c)monthly on the last day of each month so long as any Equipment Advances are outstanding. Any Equipment Advances that are outstanding on June 30February 28, 2013 2002 shall be payable in twenty seven thirty (2730) equal monthly installments of principal, plus all accrued interest, beginning on July 1March 31, 20132002, and continuing on the same last day of each month thereafter through the Equipment Maturity DateAugust 31, 2004. Any Equipment Advances made by Bank after June 30that are outstanding on December 1, 2013 2002 shall immediately amortize and be payable in twenty four (24) equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day of the month immediately following such Equipment Advance December 31, 2002, and continuing on the same last day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made owing under this Section 2.1(b) and any other amounts owing under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (i) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through July 30, 2003, Bank agrees to make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars advances ($1,500,000) (the “Initial each an "Equipment Advance”). The " and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount of Equipment Advances shall not to exceed the Equipment Line. Each Equipment Advance shall not exceed sixty ninety percent (6090%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered approved by Bank from time to Bank on or about the Closing Date time (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, purchased within one hundred eighty (180) 120 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advances for software shall not exceed $250,000 in the aggregate of all Equipment Advances. Notwithstanding the foregoing, subject to and upon the terms and conditions of this Agreement, and subject to the limitation above on software, Bank agrees to make a single Equipment Advance must be in an amount equal to on or about the lesser Closing Date (the "Closing Date Equipment Advance"), which shall not exceed $300,000 for equipment and software approved by Bank (which Borrower shall have purchased more than 120 days from the date of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Closing Date Equipment LineAdvance, but after January 1, 2002). (ii) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a)2.3, and shall be payable in accordance with Section 2.3(c). Any monthly on the last day of each month so long as any Equipment Advances that are outstanding on June 30, 2013 outstanding. The Closing Date Equipment Advance shall be payable in twenty seven thirty (2730) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013the last day of the first full month following the Closing Date, and continuing on the same day of each month thereafter through the Equipment Maturity Dateuntil paid in full. Any Equipment Advances made by Bank after June (excluding the Closing Date Equipment Advance) that are outstanding on January 30, 2013 2003 shall immediately amortize and be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on February 28, 2003, and continuing on the first (1st) same day of each month thereafter until paid in full. Any Equipment Advances that are outstanding on July 30, 2003 (excluding the month immediately following such Closing Date Equipment Advance and any Equipment Advances which were outstanding on January 30, 2003) shall be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on August 30, 2003, and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made owing under this Section 2.1(b) and any other amounts owing under this Agreement shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the any Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicablewithout penalty or premium. (iii) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon the terms and conditions of this Agreement, at any time from the date hereof through December 31, 1999 (the "Equipment Availability End Date"), Bank agrees to make advances (each an "Equipment Advance" and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not to exceed the Committed Equipment Line. To evidence the Equipment Advance or Equipment Advances. Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice and canceled check for the equipment to be purchased. The Equipment Advances shall be used only to Borrower. Borrower may request finance Equipment Advances at any time during the Draw Periodacceptable to and approved by Bank, provided that the initial Equipment Advance and shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) (the “Initial Equipment Advance”). The aggregate outstanding amount of Equipment Advances shall not exceed the Equipment Line. Each Equipment Advance shall not exceed sixty one hundred percent (60100%) of the invoice amount of equipment and software listed in that certain Machinery and Equipment 2013 Projection delivered to Bank on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of the date of the corresponding Equipment Advance)such Equipment, excluding taxes, shipping, warranty charges, freight discounts and installation expense. Each Equipment Advance must be in an amount equal to the lesser of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line. (iib) Interest shall accrue from the date of each Equipment Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c)monthly on each Payment Date. Any The first $250,000 of Equipment Advances that are drawn by Borrower and outstanding on June 30, 2013 shall the Equipment Availability End Date or such earlier date on which the first $250,000 in Equipment Advances is drawn by Borrower (such date being the "First Term Date") will be payable in twenty seven thirty-six (2736) equal monthly installments of principal, plus all accrued interest, beginning on July the Payment Date of the month following the First Term Date (but in no event later than January 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date2000). Any Equipment Advances made drawn by Bank after June 30, 2013 shall immediately amortize Borrower in excess of the initial $250,000 and outstanding on the Equipment Availability End Date or such earlier date on which the entire remaining $250,000 of the Committed Equipment Line is drawn (such date being the "Second Term Date") will be payable in thirty-six (36) equal monthly installments of principal, plus all accrued interest, interest beginning on the first (1st) day Payment Date of the month immediately following such the Second Term Date (but in no event later than January 1, 2000). All unpaid Equipment Advance Advances, together with accrued interest thereon and continuing any other amounts owing under this Agreement shall be due and payable on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due in connection with the Equipment Advances made under this Section 2.1(b) shall be immediately due and payable. Equipment Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay the Equipment Advances prior to the Equipment Maturity Date, provided that on the date of such prepayment Borrower shall, (i) prepay all but not less than all of the Equipment Advances and (ii) in connection with such prepayment, pay to the Bank to the Prepayment Fee, if applicable. (iiic) When Borrower desires to obtain an Equipment Advance, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three one (31) Business Days Day before the day on which the Equipment Advance is to be made. Such notice shall be substantially in the form of Exhibit C. B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice and canceled check for any the Equipment to be financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows:

Equipment Advances. (ia) Subject to and upon Through June 30, 2004 (the terms and conditions of this Agreement"Equipment Availability End Date"), Bank agrees to will make Equipment Advances to Borrower. Borrower may request Equipment Advances at any time during the Draw Period, provided that the initial Equipment Advance shall not exceed One Million Five Hundred Thousand Dollars advances ($1,500,000) (the “Initial "Equipment Advance”). The aggregate outstanding amount of " and, collectively, "Equipment Advances shall Advances") not exceed exceeding the Committed Equipment Line. Each The Equipment Advance shall not exceed sixty percent (60%) of the invoice amount of equipment and software listed in that certain Machinery and Advances may only be used to finance or refinance Equipment 2013 Projection delivered to Bank purchased on or about the Closing Date (which Borrower shall, in any case, have purchased, (i) with respect to the Initial Equipment Advance, within one hundred eighty (180) after 120 days and (ii) with respect to all subsequent Equipment Advances, within ninety (90) days, of before the date of each Equipment Advance and may not exceed 100% of the corresponding Equipment Advance), equipment invoice excluding taxes, shipping, warranty charges, freight discounts and installation expense; provided, however, the initial Equipment Advance may be used to finance or refinance Equipment purchased on or after January 1, 2003 through the Effective Date. Soft Costs may constitute up to 25% of the aggregate Equipment Advances. Each Equipment Advance must be in an amount equal to the lesser for a minimum of One Hundred Fifty Thousand Dollars ($150,000) or the amount that has not yet been drawn under the Equipment Line250,000. (iib) Interest shall accrue accrues from the date of each Equipment Advance at the rate specified in Section 2.3(a2.4 (a), and shall be . Equipment Advances are payable in accordance with Section 2.3(c). Any Equipment Advances that are outstanding on June 30, 2013 shall be payable in twenty seven (27) 36 equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2013, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances made by Bank after June 30, 2013 shall immediately amortize and be payable in equal monthly installments of principal, plus all accrued interest, beginning on the first (1st) day 1st of each month following the month immediately following such respective Equipment Advance and continuing on ending 36 months thereafter (each, the same day of each month thereafter through the "Equipment Maturity Date, at which time all amounts due in connection with the "). Equipment Advances made under this Section 2.1(b) shall be immediately due and payable. Equipment Advances, once repaid, when repaid may not be reborrowed. Except as set forth in . (c) Borrower shall have the Pricing Addendumoption to prepay all, but not less than all, of the Equipment Advances advanced by Bank under this Agreement, provided Borrower may (i) provides written notice to Bank of its election to prepay the Equipment Advances at least thirty (30) days prior to the Equipment Maturity Datesuch prepayment, provided that and (ii) pays, on the date of such the prepayment Borrower shall, (iA) prepay all but not less than unpaid Equipment Advances (including principal and interest); (B) all unpaid accrued interest to the date of the prepayment; (C) an amount equal to 2% of all prepaid Equipment Advances (if prepaid or before September 7, 2004), and (iiD) in connection with such prepayment, pay to the Bank to the Prepayment Feeall other sums, if applicableany, that shall have become due and payable hereunder with respect to this Agreement. (iiid) When Borrower desires to To obtain an Equipment Advance, Borrower shall must notify Bank (which the notice shall be is irrevocable) by facsimile transmission to be received no later than 3:00 12:00 p.m. Pacific time three (3) 1 Business Days Day before the day on which the Equipment Advance is to be made. Such The notice shall be substantially in the form of Exhibit C. The notice shall B (Payment/Advance Form) must be signed by a Responsible Officer or its designee and include a copy of the invoice for any the Equipment to be being financed. Bank shall be entitled to rely on any facsimile notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 2. Section 2.1(c) of the Agreement hereby is amended and restated in its entirety to read as follows: