ContractWarrant Agreement • February 27th, 2004 • Newest Mezzaninie Lp • Communications services, nec • Colorado
Execution Version FIFTH WAIVER This Fifth Waiver (“Waiver”) is effective as of February 20, 2004 and relates to the Warrant Agreement dated as of May 12, 2003 (the Warrant Agreement”) among NewWest Mezzanine Fund, LP (“NewWest”), KCEP Ventures II, L.P. (“KCEP”), Convergent Capital Partners I, L.P. (“Convergent”), James F. Seifert Management Trust dated October 8, 1992 (the “Trust”) and ACT Teleconferencing, Inc. (“Holdings”), as amended. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Note Agreement dated as of May 12, 2003 among NewWest, KCEP, Convergent, the Trust, Holdings and certain subsidiaries of Holdings (the “Note Agreement”). Recitals Holdings has requested that the Purchaser agree to certain amendments and waivers under the Warrant Agreement, subject to the terms and conditions set forth in this Waiver, and the Purchaser has agreed to such amendments and waivers, on the terms and conditions set forth herein. NOW, THEREF
