0000912057-02-012956 Sample Contracts

AMENDED AND RESTATED CREDIT AGREEMENT by and between META GROUP, INC AND THE BANK OF NEW YORK
Credit Agreement • April 1st, 2002 • Meta Group Inc • Services-engineering, accounting, research, management • New York

AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of November 5, 2001 by and between META GROUP, INC., a Delaware corporation (the “Borrower”) and THE BANK OF NEW YORK (the “Bank”).

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REVOLVING CREDIT NOTE
Revolving Credit Note • April 1st, 2002 • Meta Group Inc • Services-engineering, accounting, research, management

FOR VALUE RECEIVED, the undersigned, META GROUP, INC., a Delaware corporation (the “Borrower”), hereby promises to pay to the order of THE BANK OF NEW YORK (the “Bank”), on the Maturity Date, the lesser of TWELVE MILLION DOLLARS ($12,000,000.00) or the outstanding principal balance of the Revolving Credit Loans made by the Bank, and to pay interest from the date hereof on the principal balance thereof from time to time outstanding, at the rate or rates, and at the times, set forth in the Amended and Restated Credit Agreement, dated as of November 5, 2001, between the Borrower and the Bank (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), in each case at the office of the Bank located at 10 Mason Street, Greenwich, Connecticut 06830, or at such other place as the Bank may specify in writing from time to time, in lawful money of the United States of America in immediately available funds.

AMENDMENT NO. 1 and WAIVER NO. 1 to CREDIT AGREEMENT
Credit Agreement • April 1st, 2002 • Meta Group Inc • Services-engineering, accounting, research, management • New York

AMENDMENT NO. 1 and WAIVER NO. 1 (this “Amendment”), dated as of March 26, 2002, to the Credit Agreement, dated as of November 5, 2001, by and between META GROUP, INC., a Delaware corporation (the “Borrower”) and THE BANK OF NEW YORK (the “Bank”) (as amended, the “Credit Agreement”).

AMENDED AND RESTATED SUBSIDIARY GUARANTY
Subsidiary Guaranty • April 1st, 2002 • Meta Group Inc • Services-engineering, accounting, research, management
AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • April 1st, 2002 • Meta Group Inc • Services-engineering, accounting, research, management
TERM NOTE
Term Note • April 1st, 2002 • Meta Group Inc • Services-engineering, accounting, research, management

FOR VALUE RECEIVED, the undersigned, META GROUP, INC., a Delaware corporation (the “Borrower”), hereby promises to pay to the order of THE BANK OF NEW YORK (the “Bank”), on the Maturity Date, the lesser of EIGHT MILLION DOLLARS ($8,000,000.00) or the outstanding principal balance of the Term Loan made by the Bank, and to pay interest from the date hereof on the principal balance thereof from time to time outstanding, at the rate or rates, and at the times, set forth in the Amended and Restated Credit Agreement, dated as of November 5, 2001, between the Borrower and the Bank (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), in each case at the office of the Bank located at 10 Mason Street, Greenwich, Connecticut 06830, or at such other place as the Bank may specify from time to time, in lawful money of the United States of America in immediately available funds.

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