0001022408-06-000143 Sample Contracts

FOURTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • October 3rd, 2006 • Eplus Inc • Finance lessors • Pennsylvania

This FOURTH AMENDMENT TO CREDIT AGREEMENT (the “Fourth Amendment”) dated September 27, 2006, is by and among ePlus inc., a Delaware corporation (“ePlus”), the Subsidiaries of ePlus signatory hereto (including ePlus, each individually a “Borrower” and collectively, the “Borrowers”), the Banks signatory hereto (the “Banks”), and National City Bank, as Administrative Agent for the Banks (the “Administrative Agent”).

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WAIVER
Waiver • October 3rd, 2006 • Eplus Inc • Finance lessors

THIS WAIVER, dated the 27th day of September, 2006 (the “Waiver”), is hereby given by the undersigned pursuant to Section 6.3 of the Credit Agreement, dated September 23, 2005, as may be amended, supplemented, modified or restated from time to time (the “Credit Agreement”), by and among ePlus, inc. and its Subsidiaries named therein (“ePlus”), the banking institutions signatory thereto (the “Banks”) and National City Bank, as Administrative Agent for the Banks under the Credit Agreement (the “Agent”). Terms which are capitalized but undefined herein shall have the meaning ascribed thereto in the Credit Agreement.

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