FIRST AMENDMENT TO CREDIT AGREEMENT

Exhibit 10.1

EXECUTION COPY

FIRST AMENDMENT TO CREDIT AGREEMENT

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of March 26, 2014, is by and among EPIQ SYSTEMS, INC., a Missouri corporation (the “Borrower”), the Guarantors signatories hereto, the Lenders signatories hereto, and KEYBANK NATIONAL ASSOCIATION, as Administrative Agent.

W I T N E S S E T H

WHEREAS, the Borrower, the Guarantors, the Lenders and the Administrative Agent entered into that certain Credit Agreement dated as of August 27, 2013 (the “Existing Credit Agreement”); and

WHEREAS, the Borrower has requested that certain provisions of the Existing Credit Agreement be amended; and

WHEREAS, the Lenders are willing to make such additional amendments to the Existing Credit Agreement upon the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the agreements hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto agree as follows:

PART 1.
DEFINITIONS

SUBPART 1.1  Certain Definitions.  The following terms used in this Amendment, including its preamble and recitals, have the following meanings:

“Amended Credit Agreement” means the Existing Credit Agreement as amended hereby.

“First Amendment Effective Date” shall have the meaning assigned to such term in the introductory paragraph of Part 3 hereof.

SUBPART 1.2  Other Definitions.  Unless otherwise defined herein or the context otherwise requires, terms used in this Amendment, including its preamble and recitals, have the meanings provided in the Amended Credit Agreement.

PART 2.
AMENDMENTS TO EXISTING CREDIT AGREEMENT

Effective on (and subject to the occurrence of) the First Amendment Effective Date, the Existing Credit Agreement is hereby amended in accordance with this Part 2.  Except as so amended, the Existing Credit Agreement and all other Loan Documents shall continue in full force and effect.

SUBPART 2.1  Amendments to Section 1.01.

(a) Clause (a) of the definition of “Applicable Margin” set forth in Section 1.01 of the Existing Credit Agreement is hereby amended by in its entirety to read as follows:

(a) For the purposes of calculating the interest rate applicable to the Term Loan, 2.50% per annum for Base Rate Loans, and (B) 3.50% per annum for Eurodollar Loans; and

(b) The following new definitions are to be added to Section 1.01 of the Existing Credit Agreement in the appropriate alphabetical order:

“First Amendment” means that certain the First Amendment to Credit Agreement dated as of the First Amendment Effective Date, by and among the Borrower, the Guarantors, the Lenders party thereto, and the Administrative Agent.

“First Amendment Effective Date” means March 26, 2014.

SUBPART 2.2  Amendments to Section 2.09.  Section 2.09(b) of the Existing Credit Agreement is each hereby amended to (a) change the reference to “1.00%” in such section to “0.75%” and (b) change the reference to “2.00%” in such section to “1.75%”.

SUBPART 2.3  Amendment to Section 2.13(e).  Section 2.13(e) of the Existing Credit Agreement is hereby amended in its entirety to read as follows:

(e) Repricing Transactions.  In connection with any Repricing Transaction that is consummated in respect of all or any portion of the Term Loans during the period from the First Amendment Effective Date to but excluding the date six months after the First Amendment Effective Date, the Borrower shall pay to the Term Lenders a fee equal to 1% of the aggregate principal amount of the Term Loans prepaid or repriced in connection with such Repricing Transaction.  Notwithstanding the foregoing, it is understood and agreed that the fee described in this Section 2.13(e) shall not be applicable to any such transaction that results in or involves a Change of Control of the Borrower.

PART 3.
CONDITIONS TO EFFECTIVENESS

This Amendment shall become effective as of the date hereof (the “First Amendment Effective Date”) upon receipt by the Administrative Agent of counterparts of this Amendment, which collectively shall have been duly executed on behalf of each Credit Party, the Administrative Agent, the Required Lenders and each Term Lender, and thereafter this Amendment shall be known, and may be referred to, as the “First Amendment”:

SUBPART 3.1  Counterparts of Amendment.  The Administrative Agent shall have received counterparts of this Amendment, which collectively shall have been duly executed on behalf of each Credit Party, the Required Lenders, each Term Lender and the Administrative Agent.

SUBPART 3.2    Other Fees and Out of Pocket Costs.  The Borrower shall have paid the reasonable and documented out-of-pocket costs (to the extent invoiced) incurred by the Administrative Agent (including the reasonable and documented fees and expenses of the Administrative Agent’s legal counsel).

PART 4.
MISCELLANEOUS

SUBPART 4.1  Representations and Warranties.  The Credit Parties hereby represent and warrant to the Administrative Agent and the Lenders that (a) after giving effect to this Amendment, (i) no Default or Event of Default exists under the Amended Credit Agreement or any of the other Loan Documents and (ii) the representations and warranties set forth in Article VI of the Existing Credit Agreement or in the other Loan Documents are true and correct in all material respects (except that if any such representation

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or warranty contains any materiality qualifier, such representation or warranty shall be true and correct in all respects) on and as of the date hereof, except to the extent that such representations and warranties expressly relate to an earlier specified date, in which case such representations and warranties shall have been true and correct in all material respects (except that if any such representation or warranty contains any materiality qualifier, such representation or warranty shall be true and correct in all respects) as of the date when made (except that for purposes of this Subpart 4.1, the representations and warranties contained in Section 6.05(a) and (b) of the Existing Credit Agreement, shall be deemed to refer to the most recent statements furnished pursuant to Sections 7.01(a) and (b) of the Existing Credit Agreement, respectively).

SUBPART 4.2  Reaffirmation of Credit Party Obligations.  Each Credit Party hereby ratifies the Amended Credit Agreement and acknowledges and reaffirms (i) that it is bound by all terms of the Amended Credit Agreement and (ii) that it is responsible for the observance and full performance of the Obligations.  Without limiting the generality of the proceeding sentence, (i) each of the Guarantors restates that it jointly and severally guarantees the prompt payment when due of all Obligations, in accordance with, and pursuant to the terms of, Article IV of the Amended Credit Agreement and (ii) each of the Credit Parties agrees that all references in the Security Agreement and the other Collateral Documents to the term “Secured Obligations” shall be deemed to include all of the obligations of the Credit Parties to the Lenders and the Administrative Agent, whenever arising, under the Amended Credit Agreement, the Collateral Documents or any of the other Loan Documents (including, but not limited to, any interest, expenses and cost and charges that accrue after the commencement by or against any Credit Party or any Affiliate thereof or any proceedings under any Debtor Relief Laws naming such Person as the debtor in such proceeding).

SUBPART 4.3  Cross-References.  References in this Amendment to any Part or Subpart are, unless otherwise specified, to such Part or Subpart of this Amendment.

SUBPART 4.4  Instrument Pursuant to Existing Credit Agreement.  This Amendment is a Loan Document executed pursuant to the Existing Credit Agreement and shall (unless otherwise expressly indicated therein) be construed, administered and applied in accordance with the terms and provisions of the Existing Credit Agreement.

SUBPART 4.5  References in Other Loan Documents.  At such time as this Amendment shall become effective pursuant to the terms of Part 3, all references in the Amended Credit Agreement to the “Agreement” or in any other Loan Document to the “Credit Agreement” shall be deemed to refer to the Credit Agreement as amended by this Amendment.

SUBPART 4.6  Counterparts.  This Amendment may be executed by the parties hereto in several counterparts, each of which shall be deemed to be an original and all of which shall constitute together but one and the same agreement.  Delivery of an executed counterpart of this Amendment by telecopy or other electronic means (including email .pdf) shall be effective as an original and shall constitute a representation that an executed original shall be delivered.

SUBPART 4.7  Governing Law.  THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND BE GOVERNED BY THE LAW OF THE STATE OF NEW YORK WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW).

SUBPART 4.8  Successors and Assigns.  This Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.

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SUBPART 4.9  Consent to Jurisdiction; Service of Process; Waiver of Jury Trial.  The jurisdiction, service of process and waiver of jury trial provisions set forth in Section 11.08 of the Amended Credit Agreement are hereby incorporated by reference, mutatis mutandis.

[remainder of page intentionally left blank]

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Each of the parties hereto has caused a counterpart of this Amendment to be duly executed and delivered as of the date first above written.

BORROWER:	EPIQ SYSTEMS, INC.,
	as the Borrower
	By:	/s/ Xxxx X. Xxxxxxxxx
	Name:	Xxxx X. Xxxxxxxxx
	Title:	Senior Vice President Finance
GUARANTORS:	EPIQ SYSTEMS ACQUISITION, INC.,
	as a Guarantor
	By:	/s/ Xxxx X. Xxxxxxxxx
	Name:	Xxxx X. Xxxxxxxxx
	Title:	Senior Vice President Finance
	EPIQ CLASS ACTION & CLAIMS SOLUTIONS, INC.,
	as a Guarantor
	By:	/s/ Xxxx X. Xxxxxxxxx
	Name:	Xxxx X. Xxxxxxxxx
	Title:	Senior Vice President Finance
	EPIQ BANKRUPTCY SOLUTIONS, LLC,
	as a Guarantor
	By:	/s/ Xxxx X. Xxxxxxxxx
	Name:	Xxxx X. Xxxxxxxxx
	Title:	Senior Vice President Finance
	HILSOFT, INC.,
	as a Guarantor
	By:	/s/ Xxxx X. Xxxxxxxxx
	Name:	Xxxx X. Xxxxxxxxx
	Title:	Senior Vice President Finance

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

	EPIQ EDISCOVERY SOLUTIONS, INC.,
	as a Guarantor
	By:	/s/ Xxxx X. Xxxxxxxxx
	Name:	Xxxx X. Xxxxxxxxx
	Title:	Senior Vice President Finance
	ENCORE LEGAL SOLUTIONS, INC.,
	as a Guarantor
	By:	/s/ Xxxx X. Xxxxxxxxx
	Name:	Xxxx X. Xxxxxxxxx
	Title:	Senior Vice President Finance
	DE NOVO LEGAL, LLC,
	as a Guarantor
	By:	/s/ Xxxx X. Xxxxxxxxx
	Name:	Xxxx X. Xxxxxxxxx
	Title:	Senior Vice President Finance
	EPIQ SYSTEMS HOLDINGS, LLC,
	as a Guarantor
	By:	/s/ Xxxx X. Xxxxxxxxx
	Name:	Xxxx X. Xxxxxxxxx
	Title:	Senior Vice President Finance
	EPIQ TECHNOLOGY, LLC,
	as a Guarantor
	By:	/s/ Xxxx X. Xxxxxxxxx
	Name:	Xxxx X. Xxxxxxxxx
	Title:	Senior Vice President Finance

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

ADMINISTRATIVE AGENT:	KEYBANK NATIONAL ASSOCIATION,
	as Administrative Agent, a Lender,
	Swing Line Lender and LC Issuer
	By:	/s/ Xxxxx X. Wild
	Name:	Xxxxx X. Wild
	Title:	Senior Vice President

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	AMMC CLO IX, LIMITED,
	as a Lender
		By:	American Money Management Corp., as Collateral Manager
	By:			/s/ Xxxxx X. Xxxxx
	Name:			Xxxxx X. Xxxxx
	Title:			Senior Vice President

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

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

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

LENDER:	AMMC CLO XIII, LIMITED,
	as a Lender
	By:	American Money Management Corp., as Collateral Manager
	By:		/s/ Xxxxx X. Xxxxx
	Name:		Xxxxx X. Xxxxx
	Title:		Senior Vice President

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	XXXXXXX XXXXX BANK, N.A.,
	as a Lender
	By:		/s/ Xxxxx Xxxxxxx
	Name:		Xxxxx Xxxxxxx
	Title:		Senior Vice President
LENDER:	General Electric Capital Corporation,
	as a Lender
	By:		/s/ Xxxxx X. Xxxxxxx
	Name:		Xxxxx X. Xxxxxxx
	Title:		Duly Authorized Signatory
LENDER:	WhiteHorse VI, Ltd.
	By:	H.I.G. WhiteHOrse Capital, LLC
	As:	Collateral Manager,
	as a Lender
	By:		/s/ Xxxxxx Xxxxxx
	Name:		Xxxxxx Xxxxxx
	Title:		Authorized Officer
LENDER:	Ascension Alpha Fund, LLC,
	as a Lender
	By:	Pioneer Institutional Asset Management, Inc.
	As its adviser
	By:		/s/ Xxxxxx Xxxxxx
	Name:		Xxxxxx Xxxxxx
	Title:		Vice President and Associate General Counsel
LENDER:	Stichting Pensioenfonds Medische Specialisten,
	as a Lender
	By:	Pioneer Institutional Asset Management, Inc.
	As its adviser
	By:		/s/ Xxxxxx Xxxxxx
	Name:		Xxxxxx Xxxxxx
	Title:		Vice President and Associate General Counsel

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	Stichting Pensioenfonds voor Huisartsen,
	as a Lender
	By:	Pioneer Institutional Asset Management, Inc.
	As its adviser
	By:		/s/ Xxxxxx Xxxxxx
	Name:		Xxxxxx Xxxxxx
	Title:		Vice President and Associate General Counsel

LENDER:	Met Investors Series Trust - Pioneer Strategic Income Portfolio,
	as a Lender
	By:	Pioneer Investment Management, Inc.
	As its adviser
	By:		/s/ Xxxxxx Xxxxxx
	Name:		Xxxxxx Xxxxxx
	Title:		Vice President and Associate General Counsel

LENDER:	Multi Sector Value Bond Fund,
	as a Lender
	By:	Pioneer Institutional Asset Management, Inc.
	As its adviser
	By:		/s/ Xxxxxx Xxxxxx
	Name:		Xxxxxx Xxxxxx
	Title:		Vice President and Associate General Counsel

LENDER:	Pioneer Dynamic Credit Fund,
	as a Lender
	By:	Pioneer Investment Management, Inc.
	As its adviser
	By:		/s/ Xxxxxx Xxxxxx
	Name:		Xxxxxx Xxxxxx
	Title:		Vice President and Associate General Counsel

	Pioneer Floating Rate Fund,
LENDER:	as a Lender
	By:	Pioneer Investment Management, Inc.
	As its adviser
	By:		/s/ Xxxxxx Xxxxxx
	Name:		Xxxxxx Xxxxxx
	Title:		Vice President and Associate General Counsel

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	Pioneer Floating Rate Trust,
	as a Lender
	By:	Pioneer Investment Management, Inc.
	As its adviser
	By:		/s/ Xxxxxx Xxxxxx
	Name:		Xxxxxx Xxxxxx
	Title:		Vice President and Associate General Counsel
LENDER:	Pioneer Multi-Asset Ultrashort Income Fund,
	as a Lender
	By:	Pioneer Investment Management, Inc.
	As its adviser
	By:		/s/ Xxxxxx Xxxxxx
	Name:		Xxxxxx Xxxxxx
	Title:		Vice President and Associate General Counsel
LENDER:	ASF1 Loan Funding LLC,
	as a Lender
	By:	Citibank, N.A.,
	By:		/s/ Xxxx Xxxxx
	Name:		Xxxx Xxxxx
	Title:		Director
LENDER:	AIB Debt Managment Limited,
	as a Lender
	By:	/s/ Xxxxxx X’Xxxxxxx
		Xxxxxx X’Xxxxxxx
		Senior Vice President
		Investment Advisor to AIB Debt Management, Limited
	By:	/s/ Xxxxx Xxxxxx
		Xxxxx Xxxxxx
		Vice President
		Investment Advisor to AIB Debt Managment, Limited
	Crown Point CLO Ltd.,
LENDER:	as a Lender
	By:		/s/ Xxxx X. X’Xxxxxx
	Name:		Xxxx X. X’Xxxxxx
	Title:		Sr. Portfolio Manager

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	Modern Bank N.A.,
	as a Lender
	By:	/s/ Xxxxxx Xxxxxxx
	Name:	Xxxxxx Xxxxxxx
	Title:	Senior Vice President Deputy Chief Credit Officer

LENDER:	DAVIDSON RIVER TRADING, LLC
	as a Lender
	By:	SunTrust Bank, its Manager
	By:	/s/ Xxxxxx Xxxx
	Name: Xxxxxx Xxxx
	Title: Vice President

LENDER:	Zeus Trading LLC,
	as a Lender
	By:	/s/ Xxxx X Xxxxx
	Name:	Xxxx X Xxxxx
	Title:	Assistant Vice President

LENDER:	VENTURE XII CLO, Limited,
	as a Lender
	By:	its investment advisor
	MJX Asset Management LLC
	By:	/s/ Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Senior Portfolio Manager

LENDER:	VENTURE XIII CLO, Limited,
	as a Lender
	By:	its Investment Advisor
	MJX Asset Management LLC
	By:	/s/ Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Senior Portfolio Manager

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	VENTURE XIV CLO, Limited,
	as a Lender
	By:	its investment advisor
	MJX Asset Management LLC
	By:	/s/ Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Senior Portfolio Manager

LENDER:	Venture XI CLO, Limited,
	as a Lender
	By:	its investment advisor, MJX
	Asset Management, LLC
	By:	/s/ Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Senior Portfolio Manager

LENDER:	Venture IX CDO, Limited,
	as a Lender
	By:	its investment advisor, MJX
	Asset Management LLC
	By:	/s/ Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Managing Director

LENDER:	Venture X CLO, Limited,
	as a Lender
	By:	its investment advisor, MJX
	Asset Management, LLC
	By:	/s/ Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Senior Portfolio Manager

LENDER:	VENTURE XV CLO, Limited,
	as a Lender
	By:	its investment advisor
	MJX Asset Management LLC
	By:	/s/ Xxxxxxx Xxxxx
	Name:	Xxxxxxx Xxxxx
	Title:	Senior Portfolio Manager

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	Denali Capital LLC, managing member of DC Funding Partners LLC, collateral manager for DENALI CAPITAL CLO VII, LTD.,
	as a Lender
	By:	/s/ Xxxx X. Xxxxxxx
	Name:	XXXX X. XXXXXXX
	Title:	CHIEF CREDIT OFFICER

LENDER:	Denali Capital LLC, managing member of DC Funding Partners LLC, collateral manager for DENALI CAPITAL CLO X, LTD.,
	as a Lender
	By:	/s/ Xxxx X. Xxxxxxx
	Name:	XXXX X. XXXXXXX
	Title:	CHIEF CREDIT OFFICER

LENDER:	Xxxxxx Foundation Hospitals,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Xxxxxx Permanente Group Trust,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	American General Life Insurance Company,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	American Home Assurance Company,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Avalon IV Capital, Ltd.,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Asset Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	BOC Pension Investment Fund,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Attorney in Fact
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Blue Hill CLO, Ltd.,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Collateral Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Children’s Healthcare of Atlanta, Inc.,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	Diversified Credit Portfolio Ltd.,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Adviser
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Invesco Bank Loan Fund A Series Trust of Multi Manager Global Investment Trust,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Invesco Dynamic Credit Opportunities Fund,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Sub-advisor
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Invesco Floating Rate Fund,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Sub-Adviser
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Invesco Senior Income Trust,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Sub-advisor
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	Invesco Senior Loan Fund,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Sub-advisor
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Invesco Zodiac Funds - Invesco US Senior Loan Fund,
	as a Lender
	By:  Invesco Management S.A. As Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Lexington Insurance Company,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Linde Pension Plan Trust,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Marea CLO, Ltd.,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Collateral Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	Medical Liability Mutual Insurance Company,
	as a Lender
	By:  Invesco Advisers, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	National Union Fire Insurance Company of Pittsburgh, Pa.,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Nomad CLO, Ltd.,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Collateral Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	North End CLO, Ltd,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	QUALCOMM Global Trading Pte. Ltd.,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	The City of New York Group Trust,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Investment Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	Wasatch CLO Ltd,
	as a Lender
	By:  Invesco Senior Secured Management, Inc. as Portfolio Manager
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Authorized Individual

LENDER:	DWS Floating Rate Fund,
	as a Lender
	By:	Deutsche Investment Management Americas, Inc.
		Investment Advisor
	By:	/s/ Xxxx X. Xxxxx
		Xxxx X. Xxxxx, Managing Director
	By:	/s/ Xxxxxx Xxxxxx
	Name:	Xxxxxx Xxxxxx
	Title:	Vice President

LENDER:	MT. WHITNEY SECURITIES INC., as Assignee,
	as a Lender
	By:	Deutsche Investment Management Americas  Inc.
		As Manager
	By:	/s/ Xxxx X. Xxxxx
		Xxxx X. Xxxxx, Managing Director
	By:	/s/ Xxxxxx Xxxxxx
	Name:	Xxxxxx Xxxxxx
	Title:	Vice President

LENDER:	XXXXXX XXXXX FAMILY FOUNDATION,
	as a Lender
	By:	Deutsche Bank Trust Company Americas
		As Agent
	By:	/s/ Xxxx X. Xxxxx
		Xxxx X. Xxxxx, Managing Director
	By:	/s/ Xxxxxx Xxxxxx
	Name:	Xxxxxx Xxxxxx
	Title:	Vice President

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	THE GWL LIVING TRUST,
	as a Lender
	By:	Deutsche Bank Trust Company Americas
		As Agent
	By:	/s/ Xxxx X. Xxxxx
		Xxxx X. Xxxxx, Managing Director
	By:	/s/ Xxxxxx Xxxxxx
	Name:	Xxxxxx Xxxxxx
	Title:	Vice President

LENDER:	SUNBRIDGE HOLDINGS, LLC,
	as a Lender
	By:	Deutsche Bank Trust Company Americas
		As Agent
	By:	/s/ Xxxx X. Xxxxx
		Xxxx X. Xxxxx, Managing Director
	By:	/s/ Xxxxxx Xxxxxx
	Name:	Xxxxxx Xxxxxx
	Title:	Vice President

LENDER:	Xxxxx Capital Partners CLO 10, Ltd.,
	as a Lender
	By:	/s/ Xxxxx Xxxxxxxx
	Name:	Xxxxx Xxxxxxxx
	Title:	Portfolio Manager

LENDER:	Xxxxx Capital Partners CLO 11, Ltd.,
	as a Lender
	By:	/s/ Xxxxx Xxxxxxxx
	Name:	Xxxxx Xxxxxxxx
	Title:	Portfolio Manager

LENDER:	Xxxxx Capital Partners CLO 14, Ltd.,
	as a Lender
	By:	/s/ Xxxxx Xxxxxxxx
	Name:	Xxxxx Xxxxxxxx
	Title:	Portfolio Manager

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	Xxxxx Capital Partners CLO 15, Ltd.,
	as a Lender
	By:	/s/ Xxxxx Xxxxxxxx
	Name:	Xxxxx Xxxxxxxx
	Title:	Portfolio Manager

LENDER:	GCPH Loan Funding, LLC,
	as a Lender
	By:	Citibank, N.A.,
	By:	/s/ Xxxx Xxxxx
	Name:	Xxxx Xxxxx
	Title:	Director

LENDER:	UBS AG, STAMFORD BRANCH,
	as a Lender
	By:	/s/ Xxxx Xxxxx
	Name:	Xxxx Xxxxx
	Title:	Director
	By:	/s/ Xxxxxxxx Xxxxxxxx
	Name:	Xxxxxxxx Xxxxxxxx
	Title:	Associate Director

LENDER:	FIRSTMERIT BANK, N.A.,
	as a Lender
	By:	/s/ Xxxxx X. Xxxxxxxx
	Name:	Xxxxx X. Xxxxxxxx
	Title:	Senior Vice President

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

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	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
		,
		By:	/s/ Xxxx XxXxxxxx
		Name:	Xxxx XxXxxxxx
		Title:	Vice President

LENDER:	XXXXXX XXXXXX SENIOR FLOATING RATE & FIXED INCOME FUND,
	As Lender
	By:	Xxxxxx, Xxxxxx & Company, L.P., Its Investment Adviser
	By:	Xxxxxx, Xxxxxx & Company, Incorporated, Its General Partner
		,
		By:	/s/ Xxxx XxXxxxxx
		Name:	Xxxx XxXxxxxx
		Title:	Vice President

LENDER:	XXXXXX XXXXXX SENIOR FLOATING RATE AND FIXED INCOME TRUST,
	As Lender
	By:	Xxxxxx Xxxxxx Trust Company, LLC, As Trustee of Xxxxxx Xxxxxx Senior Floating Rate and Fixed Income Trust
	,
		By:	/s/ Xxxx XxXxxxxx
		Name:	Xxxx XxXxxxxx
		Title:	Vice President

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

LENDER:	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,
		,
		By:	/s/ Xxxx XxXxxxxx
		Name:	Xxxx XxXxxxxx
		Title:	Vice President

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	Silicon Valley Bank,
	as a Lender
	By:	/s/ Xxxx Xxxxx
	Name:	Xxxx Xxxxx
	Title:	Vice President

LENDER:	IBM Personal Pension Plan Trust,
	as a Lender
	By:  ING Investment Management Co., as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	New Mexico State Investment Council,
	as a Lender
	By:  ING Investment Management Co. LLC, as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	BayernInvest Alternative Loan-Fonds,
	as a Lender
	By:  ING Investment Management Co. LLC, as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	California Public Employees’ Retirement System,
	as a Lender
	By:  ING Investment Management Co. LLC, as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	City of New York Group Trust,
	as a Lender
	By:  ING Investment Management Co. LLC, as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	ING (L) Flex - Senior Loans,
	as a Lender
	By:  ING Investment Management Co., as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	ING Floating Rate Fund,
	as a Lender
	By:  ING Investment Management Co., as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	ING IM CLO 2012-3, LTD.,
	as a Lender
	By:  ING Alternative Asset Management LLC, as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	ING IM CLO 2012-4, LTD.,
	as a Lender
	By:  ING Alternative Asset Management LLC, as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	ING IM CLO 2013-1, LTD.,
	as a Lender
	By:	ING Alternative Asset Management LLC,
	as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	ING IM CLO 2013-2, LTD.,
	as a Lender
	By:	ING Alternative Asset Management LLC,
	as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	ING IM CLO 2013-3, LTD.,
	as a Lender
	By:	ING Alternative Asset Management LLC,
	as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	ING Investment Trust Co. Plan for Employee
	Benefit Investment Funds - Senior Loan Fund,
	as a Lender
	By:	ING Investment Trust Co. as its trustee
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	ING Prime Rate Trust,
	as a Lender
	By:	ING Investment Management Co.,
	as it investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	ING Senior Income Fund,
	as a Lender
	By:	ING Investment Management Co.,
	as its investment manager
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	ISL Loan Trust,
	as a Lender
	By:	ING Investment Management Co.,
	as its investment advisor
	By:	/s/ Xxxxx Xxxxxx
	Name:	Xxxxx Xxxxxx
	Title:	Vice President

LENDER:	JMP CREDIT ADVISORS CLO II LTD.
	By: JMP Credit Advisors LLC, As Attorney-in-Fact
	By:	/s/ Xxxxx Xxxxx
		Name: Xxxxx Xxxxx
		Title:   Director

LENDER:	XXXXXXXX INDEMNITY COMPANY
	XXXXXXXX INDEMNITY COMPANY AS
	ADMINISTRATOR OF THE PENSION
	PLAN OF XXXXXXXX INDEMNITY COMPANY,
	each as a Lender
	By: Babson Capital Management LLC as Investment Adviser
	By:	/s/ Xxxx Xxxxxxxx
	Name:	Xxxx Xxxxxxxx
	Title:	Director

LENDER:	Carlyle Global Market Strategies CLO 2011-1, Ltd.,
	as a Lender
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	Carlyle Global Market Strategies CLO 2012-1, Ltd.,
	as a Lender
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

LENDER:	Carlyle Global Market Strategies CLO 2012-2, Ltd.,
	as a Lender
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

LENDER:	Carlyle Global Market Strategies CLO 2013-3, Ltd.,
	as a Lender
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

LENDER:	Carlyle Global Market Strategies CLO 2013-4, Ltd.,
	as a Lender
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

LENDER:	Carlyle High Yield Partners IX, Ltd,
	as a Lender
	By:	/s/ Xxxxx Xxxx
	Name:	Xxxxx Xxxx
	Title:	Managing Director

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	G.A.S. (Cayman) Limited, as Trustee on behalf of Octagon Joint Credit Trust Series I (and not in its individual capacity),
	as a Lender
	By:	Octagon Credit Investors, LLC,
		Portfolio Manager
	By:	/s/ Xxxxxx Xxxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxxx
	Title:	Portfolio Manager

LENDER:	Octagon Xxxx Credit Fund Series I, Ltd.,
	as a Lender
	By:	Octagon Credit Investors, LLC
		as Portfolio Manager
	By:	/s/ Xxxxxx Xxxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxxx
	Title:	Portfolio Manager

LENDER:	Octagon Investment Partners XII, Ltd.,
	as a Lender
	By:	Octagon Credit Investors, LLC
		as Collateral Manager
	By:	/s/ Xxxxxx Xxxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxxx
	Title:	Portfolio Manager

LENDER:	Octagon Delaware Trust 2011,
	as a Lender
	By:	Octagon Credit Investors, LLC
		as Portfolio Manager
	By:	/s/ Xxxxxx Xxxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxxx
	Title:	Portfolio Manager

LENDER:	Octagon Investment Partners XIV, Ltd.,
	as a Lender
	By:	Octagon Credit Investors, LLC
		as Collateral Manager
	By:	/s/ Xxxxxx Xxxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxxx
	Title:	Portfolio Manager

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT

LENDER:	Octagon Investment Partners XVI, Ltd.,
	as a Lender
	By:	Octagon Credit Investors, LLC
		as Collateral Manager
	By:	/s/ Xxxxxx Xxxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxxx
	Title:	Portfolio Manager

LENDER:	Octagon Investment Partners XVII, Ltd.,
	as a Lender
	By:	Octagon Credit Investors, LLC
		as Collateral Manager
	By:	/s/ Xxxxxx Xxxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxxx
	Title:	Portfolio Manager

LENDER:	Octagon Investment Partners XVIII, Ltd.,
	as a Lender
	By:	Octagon Credit Investors, LLC
		as Collateral Manager
	By:	/s/ Xxxxxx Xxxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxxx
	Title:	Portfolio Manager

LENDER:	US Bank N.A., solely as trustee of the DOLL Trust (for Qualified Institutional Investors only), (and not in its individual capacity),
	as a Lender
	By:	Octagon Credit Investors, LLC
		as Portfolio Manager
	By:	/s/ Xxxxxx Xxxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxxx
	Title:	Portfolio Manager

EPIQ SYSTEMS, INC.

FIRST AMENDMENT TO CREDIT AGREEMENT