0001104659-08-049679 Sample Contracts

CREDIT AGREEMENT between CLARIENT, INC. CLARIENT DIAGNOSTIC SERVICES, INC. CHROMAVISION INTERNATIONAL, INC. and such other Persons joined hereto as Borrowers from time to time, as Borrowers, with GEMINO HEALTHCARE FINANCE, LLC, as Lender
Credit Agreement • August 5th, 2008 • Clarient, Inc • Services-medical laboratories • Pennsylvania

THIS CREDIT AGREEMENT (“Agreement”) is dated this 31st day of July 2008, by and among CLARIENT, INC., a Delaware corporation (“Clarient”), CLARIENT DIAGNOSTIC SERVICES, INC., a Delaware corporation (“Clarient Diagnostics”), CHROMAVISION INTERNATIONAL, INC., a Delaware corporation (“ChromaVision”) and such other Persons joined hereto as a Borrower from time to time (together with Clarient, Clarient Diagnostics and ChromaVision, “Borrowers” and each individually a “Borrower”) and GEMINO HEALTHCARE FINANCE, LLC, a Delaware limited liability company, as lender (“Lender”).

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FIRST AMENDMENT AND CONSENT OF AMENDED AND RESTATED SENIOR SUBORDINATED REVOLVING CREDIT AGREEMENT
Senior Subordinated Revolving Credit Agreement • August 5th, 2008 • Clarient, Inc • Services-medical laboratories

THIS FIRST AMENDMENT AND WAIVER OF AMENDED AND RESTATED SENIOR SUBORDINATED REVOLVING CREDIT AGREEMENT (this “Amendment”) is made and entered into as of July 31, 2008, by and among CLARIENT, INC, a Delaware corporation (“Borrower”), and SAFEGUARD DELAWARE, INC., a Delaware corporation (the “Lender”). Capitalized terms used but not defined herein shall have the meanings given to them in that certain Amended and Restated Senior Subordinated Revolving Credit Agreement dated March 14, 2008 (the “Agreement”) between Lender and Borrower.

THIRD AMENDMENT AND CONSENT TO AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • August 5th, 2008 • Clarient, Inc • Services-medical laboratories

This Third Amendment and Consent to Amended and Restated Loan Agreement is entered into as of July 31, 2008 (the “Amendment”) by and between COMERICA BANK (“Bank”) and CLARIENT, INC. (“Borrower”).

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