Common use of TABLE OF EXHIBITS AND SCHEDULES Clause in Contracts

TABLE OF EXHIBITS AND SCHEDULES. Exhibit A Form of Revolving Note Exhibit B Compliance Certificate Exhibit C Premises Schedule 5.1 Trade Names, Chief Executive Office, Principal Place of Business, and Locations of Collateral Schedule 5.2 Capitalization and Organizational Chart Schedule 5.5 Subsidiaries Schedule 5.11 Intellectual Property Disclosures Schedule 6.3 Permitted Liens Schedule 6.4 Permitted Indebtedness and Guaranties Exhibit A to Credit and Security Agreement REVOLVING NOTE $5,000,000 Minneapolis, Minnesota October 30,2002 For value received, the undersigned, DIGITAL ANGEL CORPORATION a Delaware corporation (the “Borrower”), hereby promises to pay on the Termination Date under the Credit Agreement (defined below), to the order of WXXXX FARGO BUSINESS CREDIT, INC., a Minnesota corporation (the “Lender”), at its main office in Minneapolis, Minnesota, or at any other place designated at any time by the holder hereof, in lawful money of the United States of America and in immediately available funds, the principal sum of FIVE MILLION DOLLARS ($5,000,000) or, if less, the aggregate unpaid principal amount of all Revolving Advances made by the Lender to the Borrower under the Credit Agreement (defined below) together with interest on the principal amount hereunder remaining unpaid from time to time, computed on the basis of the actual number of days elapsed and a 360-day year, from the date hereof until this Note is fully paid at the rate from time to time in effect under the Credit and Security Agreement of even date herewith (the “Credit Agreement”) by and between the Lender and the Borrower. The principal hereof and interest accruing thereon shall be due and payable as provided in the Credit Agreement. This Note may be prepaid only in accordance with the Credit Agreement. This Note is issued pursuant, and is subject, to the Credit Agreement, which provides, among other things, for acceleration hereof. This Note is the Revolving Note referred to in the Credit Agreement. This Note is secured, among other things, pursuant to the Credit Agreement and the Security Documents as therein defined, and may now or hereafter be secured by one or more other security agreements, mortgages, deeds of trust, assignments or other instruments or agreements. The Borrower shall pay all costs of collection, including reasonable attorneys’ fees and legal expenses if this Note is not paid when due, whether or not legal proceedings are commenced. Presentment or other demand for payment, notice of dishonor and protest are expressly waived. DIGITAL ANGEL CORPORATION By Jxxxx X. Xxxxxxxx Its Vice President of Finance Exhibit B to Credit and Security Agreement Compliance Certificate To: Digital Angel Corporation Wxxxx Fargo Business Credit, Inc. Date: , 200 Subject: Financial Statements In accordance with our Credit and Security Agreement dated as of October 30, 2002 (the “Credit Agreement”), attached are the financial statements of (the “Borrower”) as of and for , 200 (the “Reporting Date”) and the year-to-date period then ended (the “Current Financials”). All terms used in this certificate have the meanings given in the Credit Agreement. I certify that the Current Financials have been prepared in accordance with GAAP, subject to year-end audit adjustments, and fairly present the Borrower’s financial condition as of the date thereof.

TABLE OF EXHIBITS AND SCHEDULES. Exhibit A Form of Revolving Note Exhibit B Form of Equipment Term Note Exhibit C Form of Real Estate Term Note Exhibit D Compliance Certificate Exhibit C E Premises Exhibit F Form of Notice of Borrowing Schedule 2.3 Letters of Credit Schedule 5.1 Trade Names, Chief Executive Office, Principal Place of Business, and Locations of Collateral Schedule 5.2 Capitalization and Organizational Chart Schedule 5.5 Subsidiaries Schedule 5.7 Litigation Matters in Excess of $250,000.00 Schedule 5.11 Intellectual Property Disclosures Schedule 5.14 Environmental Matters Schedule 6.3 Permitted Liens Schedule 6.4 Permitted Indebtedness and Guaranties Exhibit A to Credit and Security Agreement REVOLVING NOTE $5,000,000 Minneapolis6,000,000.00 September 7, Minnesota October 30,2002 2004 For value received, the undersigned, DIGITAL ANGEL CORPORATION WATERS INSTRUMENTS, INC., a Delaware Minnesota corporation (the “Borrower”), hereby promises to pay on the Termination Date under the Credit Agreement (defined below), to the order of WXXXX XXXXX FARGO BUSINESS CREDIT, INC., a Minnesota corporation (the “Lender”), at its main office in Minneapolis, Minnesota, or at any other place designated at any time by the holder hereof, in lawful money of the United States of America and in immediately available funds, the principal sum of FIVE MILLION DOLLARS Six Million and 00/100 Dollars ($5,000,0006,000,000.00) or, if less, or the aggregate unpaid principal amount of all Revolving Advances made by the Lender to the Borrower under the Credit Agreement (defined below) together with interest on the principal amount hereunder remaining unpaid from time to time, computed on the basis of the actual number of days elapsed and a 360-day year, from the date hereof until this Note is fully paid at the rate from time to time in effect under the Credit and Security Agreement of even dated the same date herewith as this Note (the “Credit Agreement”) by and between the Lender and the Borrower. The principal hereof and interest accruing thereon shall be due and payable as provided in the Credit Agreement. This Note may be prepaid only in accordance with the Credit Agreement. This Note is issued pursuant, and is subject, to the Credit Agreement, which provides, among other things, for acceleration hereof. This Note is the Revolving Note referred to in the Credit Agreement. This Note is secured, among other things, pursuant to the Credit Agreement and the Security Documents as therein defined, and may now or hereafter be secured by one or more other security agreements, mortgages, deeds of trust, assignments or other instruments or agreements. The Borrower shall pay all costs of collection, including reasonable attorneys’ fees and legal expenses if this Note is not paid when due, whether or not legal proceedings are commenced. Presentment or other demand for payment, notice of dishonor and protest are expressly waived. DIGITAL ANGEL CORPORATION By Jxxxx [Remainder of page intentionally left blank; signature page follows] WATERS INSTRUMENTS, INC. By: /s/ Xxxxxx X. Xxxxxxxx Its Vice Xxxxxxxxx Name: Xxxxxx X. Xxxxxxxxx Its: President EQUIPMENT TERM NOTE $500,000.00 September 7, 2004 For value received, the undersigned, WATERS INSTRUMENTS, INC., a Minnesota corporation (the “Borrower”), hereby promises to pay on the Termination Date under the Credit Agreement (defined below), to the order of Finance Exhibit B to Credit and Security Agreement Compliance Certificate To: Digital Angel Corporation Wxxxx Xxxxx Fargo Business Credit, Inc. Date: Inc., 200 Subject: Financial Statements In accordance a Minnesota corporation (the “Lender”), at its office in Minneapolis, Minnesota, or at any other place designated at any time by the holder hereof, in lawful money of the United States of America and in immediately available funds, the principal sum of Five Hundred Thousand and 00/100 Dollars ($500,000.00) or the aggregate unpaid principal amount of all Term Advances made by the Lender to the Borrower under the Credit Agreement (defined below) together with our interest on the principal amount hereunder remaining unpaid from time to time, computed on the basis of the actual number of days elapsed and a 360-day year, from the date hereof until this Note is fully paid at the rate from time to time in effect under the Credit and Security Agreement dated the same date as of October 30this Note (as the same may hereafter be amended, 2002 (supplemented or restated from time to time, the “Credit Agreement”)) by and between the Lender and the Borrower. The principal hereof and interest accruing thereon shall be due and payable as provided in the Credit Agreement. This Note may be prepaid only in accordance with the Credit Agreement. This Note is issued pursuant, attached and is subject, to the Credit Agreement, which provides, among other things, for acceleration hereof. This Note is the Equipment Term Note referred to in the Credit Agreement. This Note is secured, among other things, pursuant to the Credit Agreement and the Security Documents as therein defined, and may now or hereafter be secured by one or more other security agreements, mortgages, deeds of trust, assignments or other instruments or agreements. The Borrower hereby agrees to pay all costs of collection, including reasonable attorneys’ fees and legal expenses in the event this Note is not paid when due, whether or not legal proceedings are commenced. Presentment or other demand for payment, notice of dishonor and protest are expressly waived. [Remainder of page intentionally left blank; signature page follows] WATERS INSTRUMENTS, INC. By: /s/ Xxxxxx X. Xxxxxxxxx Name: Xxxxxx X. Xxxxxxxxx Its: President REAL ESTATE TERM NOTE $1,300,000.00 September 7, 2004 For value received, the financial statements of undersigned, WATERS INSTRUMENTS, INC., a Minnesota corporation (the “Borrower”) as ), hereby promises to pay on the Termination Date under the Credit Agreement (defined below), to the order of and for Xxxxx Fargo Business Credit, 200 Inc., a Minnesota corporation (the “Reporting DateLender”), at its office in Minneapolis, Minnesota, or at any other place designated at any time by the holder hereof, in lawful money of the United States of America and in immediately available funds, the principal sum of One Million Three Hundred Thousand and 00/100 Dollars ($1,300,000.00) or the aggregate unpaid principal amount of all Term Advances made by the Lender to the Borrower under the Credit Agreement (defined below) together with interest on the principal amount hereunder remaining unpaid from time to time, computed on the basis of the actual number of days elapsed and a 360-day year, from the date hereof until this Note is fully paid at the rate from time to time in effect under the Credit and Security Agreement dated the same date as this Note (as the same may hereafter be amended, supplemented or restated from time to time, the “Credit Agreement”) by and between the Lender and the year-to-date period then ended (the “Current Financials”)Borrower. All terms used in this certificate have the meanings given The principal hereof and interest accruing thereon shall be due and payable as provided in the Credit Agreement. I certify that the Current Financials have been prepared This Note may be prepaid only in accordance with GAAP, subject to year-end audit adjustmentsthe Credit Agreement. This Note is issued pursuant, and fairly present is subject, to the Borrower’s financial condition Credit Agreement, which provides, among other things, for acceleration hereof. This Note is the Real Estate Term Note referred to in the Credit Agreement. This Note is secured, among other things, pursuant to the Credit Agreement and the Security Documents as therein defined, and may now or hereafter be secured by one or more other security agreements, mortgages, deeds of trust, assignments or other instruments or agreements. The Borrower hereby agrees to pay all costs of collection, including reasonable attorneys’ fees and legal expenses in the date thereof.event this Note is not paid when due, whether or not legal proceedings are commenced. Presentment or other demand for payment, notice of dishonor and protest are expressly waived. [Remainder of page intentionally left blank; signature page follows] WATERS INSTRUMENTS, INC. By: /s/ Xxxxxx X. Xxxxxxxxx Name: Xxxxxx X. Xxxxxxxxx Its: President

TABLE OF EXHIBITS AND SCHEDULES. Exhibit A Schedule 4.1 Schedule 4.7 Form of Revolving Term Note Exhibit B Compliance Certificate Exhibit C Premises Schedule 5.1 Trade Names, Chief Executive Office, and Principal Place of Business, and Locations Business Litigation Matters Schedule 4.11(a) List of Collateral Other Technical Defaults Schedule 4.11(b) List of Forbearance Agreements Schedule 5.2 Capitalization Schedule 5.3 Permitted Indebtedness and Organizational Chart Schedule 5.5 Subsidiaries Schedule 5.11 Intellectual Property Disclosures Schedule 6.3 Guarantees Permitted Liens Schedule 6.4 Permitted Indebtedness and Guaranties 5.20 Pension Plans Exhibit A to Credit and Security Term Loan Agreement REVOLVING TERM NOTE $5,000,000 Minneapolis15,000,000.00 December 18, Minnesota October 30,2002 2008 For value received, the undersigned, DIGITAL ANGEL CORPORATION MMA FINANCIAL HOLDINGS, INC., a Delaware Florida corporation (the “Borrower”), hereby promises to pay on the Termination Maturity Date under the Credit Term Loan Agreement (defined below), to the order of WXXXX FARGO BUSINESS CREDITOAK GROVE COMMERCIAL MORTGAGE, INC.LLC, a Minnesota corporation limited liability company (the “Lender”), at its main office in MinneapolisSt. Xxxx, Minnesota, or at any other place designated at any time by the holder hereof, in lawful money of the United States of America and in immediately available funds, the principal sum of FIVE MILLION DOLLARS Fifteen Million and 00/100 Dollars ($5,000,00015,000,000.00) or, if less, or the aggregate unpaid principal amount of all Revolving Advances any term loan advance made by the Lender to the Borrower under the Credit Term Loan Agreement (defined below) together with interest on the principal amount hereunder remaining unpaid from time to time, computed on the basis of the actual number of days elapsed and a 360-day year, from the date hereof until this Note is fully paid at the rate from time to time in effect under the Credit and Security Term Loan Agreement of even dated the same date herewith as this Note (as the same may hereafter be amended, supplemented or restated from time to time, the “Credit Term Loan Agreement”) by and between the Lender and the Borrower. The principal hereof and hereof, interest accruing thereon thereon, and any other fees shall be due and payable as provided in the Credit Term Loan Agreement. This Note may be prepaid only in accordance with the Credit Term Loan Agreement. This Note is issued pursuant, and is subject, to the Credit Term Loan Agreement, which provides, among other things, for acceleration hereof. This Note is the Revolving Term Note referred to in the Credit Term Loan Agreement. This Note is secured, among other things, pursuant to the Credit Pledge Agreement and (as defined in the Security Documents as therein definedTerm Loan Agreement), and may now or hereafter be secured by one or more other security agreements, mortgages, deeds of trust, assignments or other instruments or agreements. This Note is entitled to the benefits of the Guarantees (as defined in the Term Loan Agreement). The Borrower shall hereby agrees to pay all costs of collection, including reasonable attorneys’ fees and legal expenses if in the event this Note is not paid when due, whether or not legal proceedings are commenced. Presentment or other demand for payment, notice of dishonor and protest are expressly waived. DIGITAL ANGEL CORPORATION By Jxxxx MMA FINANCIAL HOLDINGS, INC. By: /s/ Xxxxxxx X. Xxxxxxxx Its Vice Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Its: President and CEO Schedule 4.1 to Term Loan Agreement Trade Names, Chief Executive Office, and Principal Place of Finance Exhibit B to Credit and Security Agreement Compliance Certificate To: Digital Angel Corporation Wxxxx Fargo Business CreditBusiness, TRADE NAMES MMA Financial Holdings, Inc. Date: Midland Financial Holdings, 200 Subject: Inc. MMI Financial Statements In accordance with our Credit and Security Corporation CHIEF EXECUTIVE OFFICE/PRINCIPAL PLACE OF BUSINESS 000 Xxxx Xxxxx Xxxxxx, Suite 300 Baltimore, Maryland 21202 0000 Xxxxxxx Xxxxx, Xxx 0000 Xxxxx, Xxxxxxx 00000 Schedule 4.7 to Term Loan Agreement dated as of October 30, 2002 (the “Credit Agreement”), attached are the financial statements of (the “Borrower”) as of and for , 200 (the “Reporting Date”) and the year-to-date period then ended (the “Current Financials”). All terms used in this certificate have the meanings given in the Credit Agreement. I certify that the Current Financials have been prepared in accordance with GAAP, subject to year-end audit adjustments, and fairly present the Borrower’s financial condition as of the date thereof.LIST OF LITIGATION MATTERS

TABLE OF EXHIBITS AND SCHEDULES. Exhibit A Form of Revolving Note Exhibit B Compliance Certificate Premises Exhibit C Premises Projections Schedule 5.1 Trade Names, Chief Executive Office, Principal Place of Business, and Locations of Collateral Schedule 5.2 Capitalization and Organizational Chart [Reserved] Schedule 5.5 Subsidiaries Schedule 5.11 Intellectual Property Disclosures 5.7 Litigation Matters Schedule 5.13 Environmental Matters Schedule 6.3 Permitted Liens Schedule 6.4 Permitted Indebtedness and Guaranties Exhibit A to Credit and Security Agreement REVOLVING NOTE $5,000,000 Minneapolis2,500,000.00 September ____, Minnesota October 30,2002 2019 For value received, the undersigned, DIGITAL ANGEL CORPORATION CPS Technologies Corp., a Delaware corporation (the “"Borrower”"), hereby promises to pay on the Termination Date under ON DEMAND, and if demand is not made, then as provided in the Credit Agreement (defined below), to the order of WXXXX FARGO BUSINESS CREDIT, INC., a Minnesota corporation The Massachusetts Business Development Corporation (the “"Lender”"), at its main office in MinneapolisWakefield, MinnesotaMassachusetts, or at any other place designated at any time by the holder hereof, in lawful money of the United States of America and in immediately available funds, the principal sum of FIVE MILLION DOLLARS Two Million Five Hundred Thousand ($5,000,0002,5000,000.00) orDollars, if less, or the aggregate unpaid principal amount of all Revolving Advances made by the Lender to the Borrower under the Credit Agreement (defined below) together with interest on the principal amount hereunder remaining unpaid from time to time, computed on the basis of the actual number of days elapsed and a three hundred sixty (360-) day year, from the date hereof until this Note is fully paid at the rate from time to time in effect under the Credit and Security Agreement of even dated the same date herewith as this Note (the “"Credit Agreement”") by and between the Lender and the Borrower. The principal hereof and interest accruing thereon shall be due and payable as provided in the Credit Agreement. This Note may be prepaid only in accordance with the Credit Agreement. This Note is issued pursuant, and is subject, to the Credit Agreement, which provides, among other things, for acceleration hereof. This Note is the Revolving Note referred to in the Credit Agreement. This Note is secured, among other things, pursuant to the Credit Agreement and the Security Documents as therein defined, and may now or hereafter be secured by one or more other security agreements, mortgages, deeds of trust, assignments or other instruments or agreements. The Borrower shall pay all costs of collection, including reasonable attorneys’ ' fees and legal expenses if this Note is not paid when due, whether or not legal proceedings are commenced. Presentment or other demand for payment, notice of dishonor and protest are expressly waived. DIGITAL ANGEL CORPORATION By Jxxxx X. Xxxxxxxx Its Vice President of Finance CPS TECHNOLOGIES CORP. ___________________________ By:_____________________________________ Witness Name: Title: Exhibit B to Credit and Security Agreement Compliance Certificate To: Digital Angel Corporation Wxxxx Fargo Business Credit, Inc. Date: , 200 Subject: Financial Statements In accordance with our PREMISES The Premises referred to in the Credit and Security Agreement dated are legally described as of October 30, 2002 (the “Credit Agreement”), attached are the financial statements of (the “Borrower”) as of and for , 200 (the “Reporting Date”) and the year-to-date period then ended (the “Current Financials”). All terms used in this certificate have the meanings given in the Credit Agreement. I certify that the Current Financials have been prepared in accordance with GAAP, subject to year-end audit adjustments, and fairly present the Borrower’s financial condition as of the date thereof.follows: