0001144204-08-068873 Sample Contracts

OMNIBUS AMENDMENT
Omnibus Amendment • December 11th, 2008 • Incentra Solutions, Inc. • Services-business services, nec • New York

This Omnibus Amendment (this “Amendment”), dated as of November 28, 2008, is entered into by and among Incentra Solutions, Inc. (f/k/a Front Porch Digital, Inc.) a Nevada corporation (the "Company"), and LV Administrative Services, Inc., as administrative and collateral agent (the “Agent”) for each of Valens Offshore SPV I, Ltd., a Cayman Islands Company (“Valens Offshore”) and PSource Structured Debt Limited, a Guernsey company (“PSource” and, together with the Agent and Valens Offshore, the “Holders” and each, a “Holder”) for the purpose of amending that certain Secured Term Note, dated as of July 31, 2007, issued by the Company to Calliope Capital Corporation (“CCC”) and subsequently assigned in full to each of Valens Offshore and PSource (as amended, modified or supplemented from time to time, the “Term Note”). Reference is also made to that certain Securities Purchase Agreement, dated as of July 31, 2007 by and among the Company and CCC (as amended, modified or supplemented from t

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OMNIBUS AMENDMENT
Omnibus Amendment • December 11th, 2008 • Incentra Solutions, Inc. • Services-business services, nec • New York
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