0000950123-10-073218 Sample Contracts

Term Note (Multi-Rate Options) $20,000,000 August 3, 2010
Term Note • August 5th, 2010 • Internet Capital Group Inc • Services-management consulting services

FOR VALUE RECEIVED, ICG COMMERCE, INC., ICG COMMERCE INVESTMENTS, LLC, ICG COMMERCE INTERNATIONAL, LLC and ICG COMMERCE HOLDINGS, INC. (individually and collectively, the “Borrower”), with an address at 211 South Gulph Road, Suite 500, King of Prussia, Pennsylvania 19406, jointly and severally promise to pay to the order of PNC BANK, NATIONAL ASSOCIATION (the “Bank"), in lawful money of the United States of America in immediately available funds at its offices located at 1600 Market Street, Philadelphia, Pennsylvania 19103, or at such other location as the Bank may designate from time to time, the principal sum of TWENTY MILLION DOLLARS ($20,000,000), together with interest accruing on the outstanding principal balance from the date hereof, all as provided below.

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Committed Line Of Credit Note (Multi-Rate Options)
Committed Line of Credit Note • August 5th, 2010 • Internet Capital Group Inc • Services-management consulting services

FOR VALUE RECEIVED, ICG COMMERCE, INC., ICG COMMERCE INVESTMENTS, LLC, ICG COMMERCE INTERNATIONAL, LLC and ICG COMMERCE HOLDINGS, INC. (individually and collectively, the “Borrower”), with an address at 211 South Gulph Road, Suite 500, King of Prussia, Pennsylvania 19406, jointly and severally promise to pay to the order of PNC BANK, NATIONAL ASSOCIATION (the “Bank”), in lawful money of the United States of America in immediately available funds at its offices located at 1600 Market Street, Philadelphia, Pennsylvania 19103, or at such other location as the Bank may designate from time to time, the principal sum of FIFTEEN MILLION and 00/100 DOLLARS ($15,000,000.00) (the “Facility”) or such lesser amount as may be advanced to or for the benefit of the Borrower hereunder, together with interest accruing on the outstanding principal balance from the date hereof, all as provided below.

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