0001144204-08-007660 Sample Contracts

AMENDMENT NO. 4 TO RIGHTS AGREEMENT
Rights Agreement • February 12th, 2008 • Stamford Industrial Group, Inc. • Metal forgings & stampings • Delaware

This Amendment No. 4, dated February 11, 2008 (the “Amendment”), by and between Stamford Industrial Group, Inc. (formerly, Net Perceptions, Inc.) a Delaware corporation (the “Company”) with its principal executive offices at One Landmark Square, 21st Floor, Stamford, Connecticut 06901, and American Stock Transfer & Trust Company (the “Rights Agent”), a New York corporation with its principal executive offices at 59 Maiden Lane New York, New York 10038, amends the Rights Agreement, dated as June 1, 2001, between the Company and Wells Fargo Bank, N.A., as rights agent, as amended by Amendments No. 1, 2 and 3 on December 22, 2003, April 21, 2004 and September 22, 2006, respectively (as so amended, the “Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Agreement.

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