AMENDMENT NO. 3 TO CREDIT AGREEMENT AND CONSENT

EXHIBIT 10.1

AMENDMENT NO. 3 TO CREDIT AGREEMENT AND CONSENT

This Amendment No. 3 to Credit Agreement and Consent (the “Agreement”) is dated as of August 30, 2010 and effective in accordance with Section 4 below, by and among L-1 IDENTITY SOLUTIONS OPERATING COMPANY (formerly known as L-1 Identity Solutions, Inc.), a Delaware corporation (the “Borrower”), L-1 IDENTITY SOLUTIONS, INC., a Delaware corporation (“Holdings”), each of the other Guarantors, each Lender party hereto, and BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”) for the Lenders party to the Credit Agreement referred to below.

STATEMENT OF PURPOSE

WHEREAS, the Borrower, Holdings, the Lenders and the Administrative Agent are parties to the Second Amended and Restated Credit Agreement dated as of August 5, 2008 (as amended by Amendment No. 1 to Credit Agreement, dated as of July 8, 2009, and Amendment No. 2 to Credit Agreement dated as of April 30, 2010, and as otherwise previously modified and amended, as amended hereby and as further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”).

WHEREAS, the Borrower has requested that the Administrative Agent and the Lenders agree to amend the Credit Agreement as more specifically set forth herein.  Subject to the terms and conditions set forth herein, the Administrative Agent and each of the Lenders party hereto have agreed to grant such requests of the Borrower.

NOW, THEREFORE, subject to the occurrence of the Effective Date (as defined below) pursuant to Section 4 hereof and in consideration of these premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1. Capitalized Terms.  Except as otherwise provided herein, all capitalized undefined terms used in this Agreement (including, without limitation, in the introductory paragraph and the statement of purpose hereto) shall have the meanings assigned thereto in the Credit Agreement (as amended by this Agreement).

2. Amendments.

(a)           Amendment to Section 7.11(a).  Section 7.11(a) (“Financial Covenants; Consolidated Debt Service Coverage Ratio”) is hereby amended by deleting the proviso at the end of such section in its entirety and replacing it with the following:

“; provided that notwithstanding the foregoing, if on or prior to September 30, 2010 Holdings or one or more of its Affiliates shall have entered into one or more definitive agreements providing for the sale of all or substantially all of the assets and operations of Holdings and its Subsidiaries (whether pursuant to a sale of Equity Interests of Holdings or any of its Subsidiaries, a merger, an asset sale or otherwise), then the minimum Consolidated Debt Service Coverage Ratio for the period from September 30, 2010 to and including March 30, 2011 shall remain at 1.65 to 1.00.”

(b)           Amendment to Section 7.11(b).  Section 7.11(b) (“Financial Covenants; Consolidated Borrower Leverage Ratio”) is hereby amended by deleting the proviso at the end of such section in its entirety and replacing it with the following:

“; provided that notwithstanding the foregoing, if on or prior to September 30, 2010 Holdings or one or more of its Affiliates shall have entered into one or more definitive agreements providing for the sale of all or substantially all of the assets and operations of Holdings and its Subsidiaries (whether pursuant to a sale of Equity Interests of Holdings or any of its Subsidiaries, a merger, an asset sale or otherwise), then the maximum Consolidated Leverage Ratio for the period from September 30, 2010 to and including March 30, 2011 shall remain at 3.85 to 1.00.”

3. Consent.  Subject to the terms and conditions set forth herein and the occurrence of the Effective Date, notwithstanding any limitation in Section 7.05 of the Credit Agreement to the contrary, the Administrative Agent, the L/C Issuer and the Lenders hereby consent to Holdings and/or one or more of its Subsidiaries entering into, and consummating the transactions contemplated by, a definitive agreement for the sale of certain assets of Holdings and its Subsidiaries, including the Equity Interests of certain Subsidiaries of Holdings other than the Borrower and the assignment of certain contract rights of Subsidiaries of Holdings, which assets considered in the aggregate constitute less than all or substantially all of the assets of Holdings and its Subsidiaries so long as (a) within three Business Days after the entering into of any such agreement, the Borrower has provided to the Administrative Agent, for delivery to the Lenders, (i) a balance sheet and income statement giving pro forma effect to such Disposition, and (ii) a certificate demonstrating that the Borrower would be in compliance with the financial covenants set forth in Section 7.11 of the Credit Agreement as of the most recently completed Reference Period ended prior to such transaction for which the financial statements and certificates required by Section 6.01(a) or 6.01(b) of the Credit Agreement have been delivered, after giving pro forma effect to such transaction (including the repayment of Obligations required by this Section 3) as if such Disposition had occurred as of the first day of such period, (b) 100% of the purchase price is to be paid by the purchaser in cash, (c) in the reasonable opinion of Holdings, such Disposition will not have a materially adverse impact on any ongoing or anticipated negotiations for the Dispositions of the remainder of the assets of Holdings and its Subsidiaries in one or more other transactions, and (d) within two Business Days after the consummation of such Disposition, 100% of the Net Cash Proceeds are applied to the prepayment of the Obligations in accordance with the provisions of Section 2.05(b)(vii)(B) of the Credit Agreement as if such Disposition were one with respect to which the provisions of Section 2.05(b)(ii) of the Credit Agreement applied (but ignoring any time frames or reinvestment provisions contained in Section 2.05(b)(ii) of the Credit Agreement).  For the avoidance of doubt, this Section 3 shall not apply to any Disposition, or agreement therefor, with respect to all or substantially all of the assets of Holdings and its Subsidiaries, and no agreement entered into to which this Section 3 applies shall, in and of itself, constitute the satisfaction of the condition in the proviso to Section 7.11(a) or Section 7.11(b) of the Credit Agreement with respect to the entering into of one or more definitive agreements providing for the sale of all or substantially all of the assets and operations of Holdings and its Subsidiaries.  In the event that at any time after the entering into of any agreement purported to be permitted by this Section 3, any condition or requirement in this Section 3 is not satisfied within the time period provided herein, unless such agreement has been terminated in accordance with the terms thereof, such failure shall constitute an immediate Event of Default under the Credit Agreement.

4. Conditions to Effectiveness.  This Agreement shall be effective upon the satisfaction of each of the following conditions (the date of satisfaction of such conditions, the “Effective Date”):

(a) the Administrative Agent shall have received counterparts of this Agreement executed by the Administrative Agent, the Required Lenders and each of the Loan Parties;

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(b) the Borrower shall have paid to the Administrative Agent (or its applicable affiliate), for the account of each Lender that executes and delivers to the Administrative Agent (or its counsel) a signature page to this Agreement, an amendment fee in an amount equal to (i) 0.05% times (ii) the sum of (A) the principal amount of such consenting Lender’s Revolving Commitment plus (B) the aggregate Outstanding Amount of all Term Loans of such consenting Lender, provided that such fee shall only be paid to those Lenders whose signature page is actually received (whether as an original or as an electronic transmission in accordance with Section 8(c) below) by the Administrative Agent (or its counsel) on or prior to 5:00 p.m. (Eastern Time) on August 30, 2010 unless such later time (prior to the Effective Date) is otherwise agreed by the Administrative Agent and the Borrower;

(c) the Administrative Agent shall have been paid all other fees owed to it and reimbursed for all reasonable, invoiced out-of-pocket costs and expenses incurred by the Administrative Agent in connection with this Agreement, including, without limitation, the reasonable, invoiced fees and disbursements of counsel for the Administrative Agent; and

(d) the Administrative Agent shall have received such other instruments, documents and certificates as the Administrative Agent shall reasonably request in connection with the execution of this Agreement.

5. Effect of the Agreement.  Except as expressly provided herein, the Credit Agreement and the other Loan Documents shall remain unmodified and in full force and effect.  Except as expressly set forth herein, this Agreement shall not be deemed (i) to be a waiver of, or consent to, a modification or amendment of, any other term or condition of the Credit Agreement or any other Loan Document, (ii) to prejudice any other right or rights which the Administrative Agent or the Lenders may now have or may have in the future under or in connection with the Credit Agreement or the other Loan Documents or any of the instruments or agreements referred to therein, as the same may be amended, restated, supplemented or otherwise modified from time to time, (iii) to be a commitment or any other undertaking or expression of any willingness to engage in any further discussion with the Borrower or any other Person with respect to any waiver, amendment, modification or any other change to the Credit Agreement or the Loan Documents or any rights or remedies arising in favor of the Lenders or the Administrative Agent, or any of them, under or with respect to any such documents or (iv) to be a waiver of, or consent to, or a modification or amendment of, any other term or condition of any other agreement by and among the Borrower, on the one hand, and the Administrative Agent or any other Lender, on the other hand.  References in the Credit Agreement to “this Agreement” (and indirect references such as “hereunder”, “hereby”, “herein”, and “hereof”) and in any Loan Document to the Credit Agreement shall be deemed to be references to the Credit Agreement as modified hereby.

6. Representations and Warranties/No Default.  On and as of the date hereof, after giving effect to this Agreement,

(a)           the Borrower hereby certifies, represents and warrants to the Administrative Agent and the Lenders that (i) the representations and warranties set forth in Article V of the Credit Agreement or in any other Loan Document are true and correct in all material respects (in each case, except to the extent any such representation and warranty is itself qualified by materiality or Material Adverse Effect, in which case it shall be true and correct in all respects) on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (except to the extent any such representation and warranty is itself qualified by materiality or Material Adverse Effect, in which case it shall be true and correct in all respects) as of such earlier date, and except that the representations and warranties contained in subsections (a) and (b) of Section 5.05 of the Credit Agreement shall be deemed to refer to the most

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recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01 of the Credit Agreement and (ii) that no Default or Event of Default has occurred or is continuing;

(b)           each Loan Party hereby certifies, represents and warrants to the Administrative Agent and the Lenders that:

(i)           it has the right, power and authority and has taken all necessary corporate and other action to authorize the execution, delivery and performance of this Agreement and each of the other documents executed in connection herewith to which it is a party in accordance with their respective terms and the transactions contemplated hereby; and

(ii)           this Agreement and each other document executed in connection herewith has been duly executed and delivered by the duly authorized officers of such Loan Party, and each such document constitutes the legal, valid and binding obligation of such Loan Party, enforceable in accordance with its terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium or similar state or federal debtor relief laws from time to time in effect which affect the enforcement of creditors’ rights in general and the availability of equitable remedies.

7. Reaffirmations.  Each Loan Party (a) agrees that the transactions contemplated by this Agreement shall not limit or diminish the obligations of such Person under, or release such Person from any obligations under, the Credit Agreement, the Guaranty, the Security Agreement, the Pledge Agreement and each other Loan Document to which it is a party, (b) confirms and reaffirms its obligations under the Credit Agreement, the Guaranty, the Security Agreement, the Pledge Agreement and each other Loan Document to which it is a party and (c) agrees that the Credit Agreement, the Guaranty, the Security Agreement, the Pledge Agreement and each other Loan Document to which it is a party remain in full force and effect and are hereby ratified and confirmed.

8. Miscellaneous.

(a)           Governing Law.  THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.

(b)           Counterparts.  This Agreement may be executed by one or more of the parties hereto in any number of separate counterparts and all of said counterparts taken together shall be deemed to constitute one and the same instrument.

(c)           Electronic Transmission.  A facsimile, telecopy, pdf or other reproduction of this Agreement may be executed by one or more parties hereto, and an executed copy of this Agreement may be delivered by one or more parties hereto by facsimile or similar instantaneous electronic transmission device pursuant to which the signature of or on behalf of such party can be seen, and such execution and delivery shall be considered valid, binding and effective for all purposes.  At the request of any party hereto, all parties hereto agree to execute an original of this Agreement as well as any facsimile, telecopy, pdf or other reproduction hereof.

[Signature pages follow.]

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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the date and year first above written.

	L-1 IDENTITY SOLUTIONS OPERATING COMPANY, as Borrower
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	L-1 IDENTITY SOLUTIONS, INC., as Holdings
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	IMAGING AUTOMATION (DE) LIMITED LIABILITY COMPANY (formerly known as Imaging Automation, Inc.), as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	INTEGRATED BIOMETRIC TECHNOLOGY, LLC, as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	SECURIMETRICS, INC., as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

[Signature pages continue.]

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	TRANS DIGITAL TECHNOLOGIES LIMITED LIABILITY COMPANY (formerly known as Trans Digital Technologies Corporation), as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	IBT ACQUISITION, LLC, as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	IRIDIAN TECHNOLOGIES, LLC (formerly known as Iridian Technologies, Inc.), as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	IDENTIX INCORPORATED, as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	INTEGRATED BIOMETRIC TECHNOLOGY SERVICES, LLC, as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	L-1 SECURE CREDENTIALING, INC., as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

[Signature pages continue.]

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	XXXXXXXXX, LLC, as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	ADVANCED CONCEPTS, INC., as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	SPECTAL, LLC, as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

	COMNETIX, LLC (formerly known as Comnetix Inc.), as Guarantor
	By:	/s/  Xxxxx XxXxxxx
	Name:	Xxxxx XxXxxxx
	Title:	Executive Vice President, Chief Financial Officer & Treasurer

[Signature pages continue.]

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	BANK OF AMERICA, N.A., as Administrative Agent
	By:	/s/  Xxxxxxx X. Xxxxxxx
	Name:	Xxxxxxx X. Xxxxxxx
	Title:	Senior Vice President

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	BANK OF AMERICA, N.A., as L/C Issuer, Swing Line Lender and a Lender
	By:	/s/  Xxxxxxx X. Xxxxxxx
	Name:	Xxxxxxx X. Xxxxxxx
	Title:	Senior Vice President

[Signature pages continue.]

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	AMNC VII, LIMITED
	By:American Money Management Corp., as Collateral Manager, as a Lender
	By:	/s/  Xxxxxxx X. Eng
	Name:	Xxxxxxx X. Eng
	Title:	Senior Vice President

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	AMNC VIII, LIMITED
	By:American Money Management Corp., as Collateral Manager, as a Lender
	By:	/s/  Xxxxxxx X. Eng
	Name:	Xxxxxxx X. Eng
	Title:	Senior Vice President

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	APOSTLE XXXXXX XXXXXX CREDIT OPPORTUNITIES FUND, As Lender
	By:Xxxxxx, Xxxxxx & Company, L.P., Its Investment Manager
	By:Xxxxxx, Xxxxxx & Company, Incorporated, Its General Partner
	, as a Lender
	By:	/s/  Xxxx XxXxxxxx
	Name:	Xxxx XxXxxxxx
	Title:	Vice President

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	APOSTLE XXXXXX XXXXXX SENIOR LOAN FUND, As Lender
	By:Xxxxxx, Xxxxxx & Company, L.P., Its Investment Manager
	By:Xxxxxx, Xxxxxx & Company, Incorporated, Its General Partner
	, as a Lender
	By:	/s/  Xxxx XxXxxxxx
	Name:	Xxxx XxXxxxxx
	Title:	Vice President

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	ARES NF CLO XIV LTD, as a Lender ARES NF CLO XIV LTD.
	By:Ares NF CLO XIV Management, L.P., its Collateral Manager
	By:Ares NF CLO XIV Management, LLC, its General Manager
	By:	/s/  Xxxxxxx Xxxxxxxx
	Name:	Xxxxxxx Xxxxxxxx
	Title:	Vice President

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	Arizona State Retirement System
	By:Credit Suisse Alternative Capital, Inc. its investment adviser
	, as a Lender
	By:	/s/  Xxxxxx Xxxxxxxx
	Name:	Xxxxxx Xxxxxxxx
	Title:	Authorized Signatory

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	Atrium CDO
	[___________________________], as a Lender
	By:	/s/  Xxxxxx Xxxxxxxx
	Name:	Xxxxxx Xxxxxxxx
	Title:	Authorized Signatory

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	ATRIUM V
	By:Credit Suisse Alternative Capital, Inc., as collateral manager
	[___________________________], as a Lender
	By:	/s/  Xxxxxx Xxxxxxxx
	Name:	Xxxxxx Xxxxxxxx
	Title:	Authorized Signatory

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	BABSON CLO LTD. 2005-II BABSON CLO LTD. 2005-III BABSON CLO LTD. 2006-II BABSON CLO LTD. 2008-I BABSON CLO LTD. 2008-II XXXXX LOAN FUND 2007-I, LTD. BABSON LOAN OPPORTUNITY CLO, LTD.
	By:Babson Capital Management LLC as Collateral Manager
	as a Lender
	By:	/s/  Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Managing Director
	MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY C.M. LIFE INSURANCE COMPANY
	By:Babson Capital Management LLC as Investment Adviser,
	as a Lender
	By:	/s/  Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Managing Director
	MAPLEWOOD (CAYMAN) LIMITED
	By:Babson Capital Management LLC as Investment Manager,
	as a Lender
	By:	/s/  Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Managing Director
	SAPPHIRE VALLEY CDO I, LTD.
	By:Babson Capital Management LLC as Collateral Manager,
	as a Lender
	By:	/s/  Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Managing Director

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	The Bank of Nova Scotia, as a Lender
	By:	/s/  Xxxx Xxxxxx
	Name:	Xxxx Xxxxxx
	Title:	Managing Director

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	BCI I LOAN FUNDING LLC, as a Lender
	By:	/s/  Xxxxx Xxxxx
	Name:	Xxxxx Xxxxx
	Title:	Director

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	XXXXXXX WHOLESALE SYNDICATED LOAN FUND
	By:Credit Suisse Alternative Capital Inc., as agent (Sub advisor) for Challenger Investment Services Limited, the responsible entity for Xxxxxxx Wholesale Syndicated Loan Fund
	[___________________________], as a Lender
	By:	/s/  Xxxxxx Xxxxxxxx
	Name:	Xxxxxx Xxxxxxxx
	Title:	Authorized Signatory

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BlackRock Funds II BlackRock Floating Rate Income Portfolio

Ariel Reinsurance Company Ltd.

BlackRock Credit Investors Master Fund, L.P.

BlackRock Defined Opportunity Credit Trust

BlackRock Senior Income Series

BlackRock Senior Income Series II

BlackRock Senior Income Series IV

BlackRock Senior Income Series V Limited

BlackRock Fixed Income Value Opportunities Trust

Magnetite V CLO, Limited

Master Senior Floating Rate LLC

Missouri State Employees’ Retirement System

BlackRock Senior Floating Rate Portfolio

	, as a Lender
	By:	/s/  C. Xxxxxx Xxxxxxxx
	Name:	C. Xxxxxx Xxxxxxxx
	Title:	Authorized Signatory

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	BLACKSTONE / GSO SENIOR FLOATING RATE TERM FUND
	By:  GSO / Blackstone Debt funds Management LLC As Investment Adviser, as a Lender
	By:	/s/  Xxxxxx X. Xxxxx
	Name:	Xxxxxx X. Xxxxx
	Title:	Authorized Signatory

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	CARLYLE ARNAGE CLO, LTD.,
	as a Lender
	By:	/s/  Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

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	XXXXXXX XXXXX CLO, LTD.,
	as a Lender
	By:	/s/  Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

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	CARYLYLE BRISTOL CLO, LTD.,
	as a Lender
	By:	/s/  Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

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	CARYLYLE BRISTOL CLO, LTD.,
	as a Lender
	By:	/s/  Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

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	CARYLYLE MCLAREN CLO, LTD.,
	as a Lender
	By:	/s/  Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

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	CARYLYLE MODENA CLO, LTD.,
	as a Lender
	By:	/s/  Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

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	CARYLYLE VANTAGE CLO, LTD.,
	as a Lender
	By:	/s/  Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

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	CARYLYLE VEYRON CLO, LTD.,
	as a Lender
	By:	/s/  Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

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	CASTLE GARDEN FUNDING
	[___________________________], as a Lender
	By:	/s/  Xxxxxx Xxxxxxxx
	Name:	Xxxxxx Xxxxxxxx
	Title:	Authorized Signatory

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	CHELSEA PARK CLO LTD.
	By:GSO / BLACKSTONE Debt Funds Management LLC as Collateral Manager, as a Lender
	By:	/s/  Xxxxxx X. Xxxxx
	Name:	Xxxxxx X. Xxxxx
	Title:	Authorized Signatory

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	XXXXXXXXX FINANCIAL CAYMAN LTD,
	as a Lender
	By:Xxxxxxxxx Financial LLC, as its collateral manager
	By:	/s/  Xxxxxx Xxxxxxxx
	Name:	Xxxxxx Xxxxxxxx
	Title:	Senior Vice President

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	CIT BANK, as a Lender
	By:	/s/  Xxxxxx X. XxXxxxxxxx
	Name:	Xxxxxx X. XxXxxxxxxx
	Title:	Senior Vice President

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	CIT CLO I LTD., as a Lender
	By:CIT Asset Management LLC
	By:	/s/  Xxxxx X. Xxxxx
	Name:	Xxxxx X. Xxxxx
	Title:	President, CIT Asset Management

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	CONFLUENT 4 LIMITED,
	as a Lender
	By:Xxxxxx, Xxxxxx & Company, L.P., As Sub-Manager
	By:Xxxxxx, Xxxxxx & Company, Incorporated, Its General Partner
	, as a Lender
	By:	/s/  Xxxx XxXxxxxx
	Name:	Xxxx XxXxxxxx
	Title:	Vice President

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	CRATOS CLO I LTD., as a Lender
	By:Cratos CDO Management, LLC, As Attorney-in-Fact
	By:JMP Credit Advisors LLC, Its Manager
	By:	/s/  Xxxxxx Xxxxx
	Name:	Xxxxxx Xxxxx
	Title:	Managing Director

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	CREDOS FLOATING RATE FUND, L.P.
	By:Xxxxxxxx Capital Management, Inc., Its General Partner
	By:	/s/  Xxxxxxx X. Xxxxxxxxx
	Name:	Xxxxxxx X. Xxxxxxxxx
	Title:	Executive Vice President

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	CSAM FUNDING I
	[___________________________], as a Lender
	By:	/s/  Xxxxxx Xxxxxxxx
	Name:	Xxxxxx Xxxxxxxx
	Title:	Authorized Signatory

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	CSAM FUNDING II
	[___________________________], as a Lender
	By:	/s/  Xxxxxx Xxxxxxxx
	Name:	Xxxxxx Xxxxxxxx
	Title:	Authorized Signatory

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	EMPLOYERS INSURANCE COMPANY OF WAUSAU, as a Lender
	By:	/s/  Xxxxxx Xxxxxx
	Name:	Xxxxxx Xxxxxx
	Title:	Authorized Signatory

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	FIRST TRUST / FOUR CORNERS SENIOR FLOATING RATE INCOME FUND II
	as a Lender
	By:Four Corners Capital Management, LLC, As Sub-Adviser
	By:	/s/  Xxxx Xxxxxxxxxx
	Name:	Xxxx Xxxxxxxxxx
	Title:	Vice President

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	FOUR CORNERS CLO III, LTD.
	as a Lender
	By:Macquarie Funds Group FKA Four Corners Management, LLC, As Collateral manager
	By:	/s/  Xxxx Xxxxxxxxxx
	Name:	Xxxx Xxxxxxxxxx
	Title:	Vice President

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	FRANKLIN FLOATING RATE DAILY ACCESS FUND, as a Lender
	By:	/s/  Xxxxxxx Xxx
	Name:	Xxxxxxx Xxx
	Title:	Vice President

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	FRANKLIN FLOATING RATE MASTER SERIES, as a Lender
	By:	/s/  Xxxxxxx Xxx
	Name:	Xxxxxxx Xxx
	Title:	Vice President

Amendment No. 3

L-1 Identity Solutions Operating Company

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	FRANKLIN XXXXXXXXX SERIES II FUNDS FRANKLIN FLOATING RATE II FUND, as a Lender
	By:	/s/  Xxxxxxx Xxx
	Name:	Xxxxxxx Xxx
	Title:	Vice President

Amendment No. 3

L-1 Identity Solutions Operating Company

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	GENERAL ELECTRIC CAPITAL CORPORATION, as a Lender
	By:	/s/  Xxxxxxx Xxxxxxx
	Name:	Xxxxxxx Xxxxxxx
	Title:	Duly Authorized Signatory

Amendment No. 3

L-1 Identity Solutions Operating Company

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	GMAM GROUP PENSION TRUST I
	By:State Street Bank & Trust Company as Trustee For GMAM Group Pension Trust I
	By:	/s/  Xxxxxxx Xxxxxx
	Name:	Xxxxxxx Xxxxxx
	Title:	Officer

Amendment No. 3

L-1 Identity Solutions Operating Company

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	GOLDEN EAGLE INSURANCE CORPORATION, as a Lender
	By:	/s/  Xxxxxx Xxxxxx
	Name:	Xxxxxx Xxxxxx
	Title:	Authorized Signatory

Amendment No. 3

L-1 Identity Solutions Operating Company

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	XXXXXXX XXXXX ASSET MANAGEMENT CLO, PUBLIC LIMITED COMPANY
	By:Xxxxxxx Sachs Assets manager, L.P., as Manager, as a Lender
	By:	/s/  Xxxxx Lankeman
	Name:	Xxxxx Lankeman
	Title:	Vice President

Amendment No. 3

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	XXXXXXX XXXXX SPECIALTY LENDING CLO-I, LTD,
	as a Lender
	By:Xxxxxxx Sachs Specialty Lending Group, L.P., attorney-in-fact
	By:	/s/  Xxxxxx X. Xxxxx
	Name:	Xxxxxx X. Xxxxx
	Title:	Senior Vice President

Amendment No. 3

L-1 Identity Solutions Operating Company

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	GULF STREAM-COMPASS CLO 2002-I, LTD
	By:Gulf Stream Asset Management LLC, as Collateral Manager
	GULF STREAM-COMPASS CLO 2003-I, LTD
	By:Gulf Stream Asset Management LLC, as Collateral Manager
	GULF STREAM-COMPASS CLO 2004-I, LTD
	By:Gulf Stream Asset Management LLC, as Collateral Manager
	GULF STREAM-COMPASS CLO 2005-II, LTD
	By:Gulf Stream Asset Management LLC, as Collateral Manager
	GULF STREAM-SEXTANT CLO 2007-I, LTD
	By:Gulf Stream Asset Management LLC, as Collateral Manager
	as a Lender
	By:	/s/  Xxxxx X. Love
	Name:	Xxxxx X. Love
	Title:	Chief Credit Officer

Amendment No. 3

L-1 Identity Solutions Operating Company

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	HOUSTON POLICE OFFICERS PENSION SYSTEM
	By:Xxxxxxxx Capital Management, Inc., as Investment Advisor
	By:	/s/  Xxxxxxx X. Xxxxxxxxx
	Name:	Xxxxxxx X. Xxxxxxxxx
	Title:	Executive Vice President

Amendment No. 3

L-1 Identity Solutions Operating Company

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	LAFAYETTE SQUARE CDO LTD.,
	By:Blackstone Debt Advisors L.P., as Collateral Manager, as a Lender
	By:	/s/  Xxxxxx X. Xxxxx
	Name:	Xxxxxx X. Xxxxx
	Title:	Authorized Signatory

Amendment No. 3

L-1 Identity Solutions Operating Company

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	LFSIGXG LLC, as a Lender
	By:Highbridge Principal Strategies LLC, its Sub-Investment Manager,
	By:	/s/  Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Director of Loan Operations

Amendment No. 3

L-1 Identity Solutions Operating Company

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	LIBERTY INSURANCE CORPORATION, as a Lender
	By:	/s/  Xxxxxx Xxxxxx
	Name:	Xxxxxx Xxxxxx
	Title:	Authorized Signatory

Amendment No. 3

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	LIBERTY MUTUAL FIRE INSURANCE COMPANY, as a Lender
	By:	/s/  Xxxxxx Xxxxxx
	Name:	Xxxxxx Xxxxxx
	Title:	Authorized Signatory

Amendment No. 3

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	LIBERTY MUTUAL INSURANCE COMPANY, as a Lender
	By:	/s/  Xxxxxx Xxxxxx
	Name:	Xxxxxx Xxxxxx
	Title:	Authorized Signatory

Amendment No. 3

L-1 Identity Solutions Operating Company

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	XXXXXX XXXXXX CLO I, LTD. As Lender
	By:Xxxxxx, Xxxxxx & Company, L.P., Its Collateral Manager
	By:Xxxxxx, Xxxxxx & Company, Incorporated, Its General Partner
	, as a Lender
	By:	/s/  Xxxx XxXxxxxx
	Name:	Xxxx XxXxxxxx
	Title:	Vice President

Amendment No. 3

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	XXXXXX XXXXXX LEVERAGED SENIOR LOAN FUND LTD., As Lender
	By:Xxxxxx, Xxxxxx & Company, L.P., Its Investment Manager
	By:Xxxxxx, Xxxxxx & Company, Incorporated, Its General Partner
	, as a Lender
	By:	/s/  Xxxx XxXxxxxx
	Name:	Xxxx XxXxxxxx
	Title:	Vice President

Amendment No. 3

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	XXXXXX XXXXXX SENIOR LOAN FUND, LLC As Lender
	By:Xxxxxx, Xxxxxx & Company, L.P., Its Managing Member
	By:Xxxxxx, Xxxxxx & Company, Incorporated, Its General Partner
	, as a Lender
	By:	/s/  Xxxx XxXxxxxx
	Name:	Xxxx XxXxxxxx
	Title:	Vice President

Amendment No. 3

L-1 Identity Solutions Operating Company

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	MADISON PARK FUNDING I, LTD., as a Lender
	By:	/s/  Xxxxxx Xxxxxxxx
	Name:	Xxxxxx Xxxxxxxx
	Title:	Authorized Signatory

Amendment No. 3

L-1 Identity Solutions Operating Company

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	MADISON PARK FUNDING II, LTD.,
	By:Credit Suisse Alternative Capital, Inc., as Collateral Manager, as a Lender
	By:	/s/  Xxxxxx Xxxxxxxx
	Name:	Xxxxxx Xxxxxxxx
	Title:	Authorized Signatory

Amendment No. 3

L-1 Identity Solutions Operating Company

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	MADISON PARK FUNDING III, LTD.,
	By:Credit Suisse Alternative Capital, Inc., as Collateral Manager, as a Lender
	By:	/s/  Xxxxxx Xxxxxxxx
	Name:	Xxxxxx Xxxxxxxx
	Title:	Authorized Signatory

Amendment No. 3

L-1 Identity Solutions Operating Company

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	NATIXIS XXXXXX XXXXXX SENIOR LOAN FUND As Lender
	By:Xxxxxx, Xxxxxx & Company, L.P., Its Investment Manager
	By:Xxxxxx, Xxxxxx & Company, Incorporated, Its General Partner
	, as a Lender
	By:	/s/  Xxxx XxXxxxxx
	Name:	Xxxx XxXxxxxx
	Title:	Vice President

Amendment No. 3

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	Old Westbury Global Opportunities Fund
	By:Xxxxxxxx Capital Management, Inc., as Investment Manager
	By:	/s/ Xxxxxxx X. Xxxxxxxxx
	Name:	Xxxxxxx X. Xxxxxxxxx
	Title:	Executive Vice President

Amendment No. 3

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	PIONEER STRATEGIC INCOME VCT PORTFOLIO,
	PIONEER FLOATING RATE FUND,
	PIONEER INSTITUTIONAL SOLUTIONS – CREDIT OPPORTUNITIES,
	PIONEER STRATEGIC INCOME FUND,
	MET INVESTORS SERIES TRUST – PIONEER STRATEGIC INCOME PORTFOLIO,
	Each  as a Lender
	By:Pioneer Investment Management, Inc., as Investment Advisor to each Lender above
	By:	/s/  Xxxxxxxx X. Xxxxxx
	Name:	Xxxxxxxx X. Xxxxxx
	Title:	Secretary and Associate General Counsel
	STICHTING PESIOENFONDS MEDISCHE SPECIALISTEN,
	STICHTING PENSIOENFONDS VOOR HUISARTSEN,
	Each  as a Lender
	By:Pioneer Institutional Asset Management, Inc., as Investment Advisor to each Lender above
	By:	/s/  Xxxxxxxx X. Xxxxxx
	Name:	Xxxxxxxx X. Xxxxxx
	Title:	Secretary and Associate General Counsel

Amendment No. 3

L-1 Identity Solutions Operating Company

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	PPM MONARCH BAY FUNDING LLC, as a Lender
	By:	/s/  Xxxxx Xxx
	Name:	Xxxxx Xxx
	Title:	Assistant Vice President

Amendment No. 3

L-1 Identity Solutions Operating Company

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	Primus High Yield Bond Fund, L.P.
	By:Xxxxxxxx Capital Management, Inc., as Investment Manager
	By:	/s/  Xxxxxxx X. Xxxxxxxxx
	Name:	Xxxxxxx X. Xxxxxxxxx
	Title:	Executive Vice President

Amendment No. 3

L-1 Identity Solutions Operating Company

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	PROASSURANCE CASUALTY COMPANY,
	as a Lender
	By:	/s/
	Name:
	Title:	CEO Director SVP OIM for ProAssurance Casualty Co.

Amendment No. 3

L-1 Identity Solutions Operating Company

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	Xxxxxx Xxxxx Target Solutions, LLC
	By:Xxxxxxxx Capital Management, Inc., as Investment Manager
	By:	/s/  Xxxxxxx X. Xxxxxxxxx
	Name:	Xxxxxxx X. Xxxxxxxxx
	Title:	Executive Vice President

Amendment No. 3

L-1 Identity Solutions Operating Company

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	ROYAL BANK OF CANADA, as a Lender
	By:	/s/  Xxxxx X. Xxxxxx
	Name:	Xxxxx X. Xxxxxx
	Title:	Authorized Signatory

Amendment No. 3

L-1 Identity Solutions Operating Company

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	SERIES 2006-I, LTD, as a Lender
	By:PPM America, Inc., as Collateral Manager
	By:	/s/  Xxxxx X. Xxxxxx
	Name:	Xxxxx X. Xxxxxx
	Title:	Managing Director

Amendment No. 3

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	SOCIETE GENERALE, as a Lender
	By:	/s/  Xxxx Xxxxxxx
	Name:	Xxxx Xxxxxxx
	Title:	Managing Director

Amendment No. 3

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	XXXXXXXXX CARRERA CLO, LTD., as a Lender
	By:	/s/  Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

Amendment No. 3

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	Xxxxxxxx Foundation, Inc.
	By:Xxxxxxxx Capital Management, Inc., as Investment Manager
	By:	/s/  Xxxxxxx X. Xxxxxxxxx
	Name:	Xxxxxxx X. Xxxxxxxxx
	Title:	Executive Vice President

Amendment No. 3

L-1 Identity Solutions Operating Company

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	TD BANK, NA, as a Lender
	By:	/s/  Xxxxx Xxxxxxx
	Name:	Xxxxx Xxxxxxx
	Title:	Senior Vice President

Amendment No. 3

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	Trustees Of The University Of Pennsylvania
	By:Xxxxxxxx Capital Management, Inc., as Investment Manager
	By:	/s/  Xxxxxxx X. Xxxxxxxxx
	Name:	Xxxxxxx X. Xxxxxxxxx
	Title:	Executive Vice President

Amendment No. 3

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	Trustmark Insurance Company
	By:Xxxxxxxx Capital Management, Inc., as Investment Advisor
	By:	/s/  Xxxxxxx X. Xxxxxxxxx
	Name:	Xxxxxxx X. Xxxxxxxxx
	Title:	Executive Vice President

Amendment No. 3

L-1 Identity Solutions Operating Company

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	XXXXX FARGO BANK, N.A., as a Lender
	(successor-by-merger to Wachovia Bank, National Association)
	By:	/s/  Xxxxxx X. XxXxxx Xx.
	Name:	Xxxxxx X. XxXxxx Xx.
	Title:	Director

Amendment No. 3

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