0001193125-06-081375 Sample Contracts

SEACHANGE INTERNATIONAL, INC. Incentive Stock Option Agreement
Incentive Stock Option Agreement • April 17th, 2006 • Seachange International Inc • Radio & tv broadcasting & communications equipment • Massachusetts

SeaChange International, Inc., a Delaware corporation (the “Company”), hereby grants as <DATE> to <NAME> (the “Employee”), an option to purchase a maximum of <number> shares (the “Option Shares”) of its Common Stock, $.01 par value (“Common Stock”), at the price of $ per share, on the following terms and conditions:

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SEACHANGE INTERNATIONAL, INC. Non-Qualified Stock Option Agreement for Employees
Qualified Stock Option Agreement • April 17th, 2006 • Seachange International Inc • Radio & tv broadcasting & communications equipment • Massachusetts

SeaChange International, Inc., a Delaware corporation (the “Company”), hereby grants as of <date> to <name> (the “Employee”), an option to purchase a maximum of <number> shares (the “Option Shares”) of its Common Stock, $.01 par value (“Common Stock”), at the price of $ per share, on the following terms and conditions:

EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENT DATED OCTOBER 22, 2001
Loan and Security Agreement • April 17th, 2006 • Seachange International Inc • Radio & tv broadcasting & communications equipment • Massachusetts

This Eighth Amendment to Loan and Security Agreement (the “Eighth Amendment”) is made as of this 14th day of April, 2006 by and between SeaChange International, Inc., a Delaware corporation with its principal place of business at 50 Nagog Park, Acton, Massachusetts 01720 (the “Borrower”) and Citizens Bank of Massachusetts, a bank with offices at 28 State Street, Boston, Massachusetts (the “Lender”) in consideration of the mutual covenants contained herein and the benefits to be derived herefrom. Unless otherwise specified, all capitalized terms shall have the same meaning herein as set forth in the Agreement (as defined below).

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