Waiver and First Amendment Sample Contracts

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WAIVER AND FIRST AMENDMENT
Waiver and First Amendment • July 12th, 2011 • Medquist Inc • Services-computer processing & data preparation • New York

This WAIVER AND FIRST AMENDMENT, dated as of July 11, 2011 (this “Waiver and First Amendment”), is entered into among CBay Inc., a Delaware corporation (“CBay”), MedQuist Inc., a New Jersey corporation (“MedQuist”), MedQuist Transcriptions, Ltd., a New Jersey corporation (“MedQuist Transcriptions”, and together with CBay and MedQuist, the “Issuers”), MedQuist Holdings Inc., a Delaware corporation (“Holdings”), MedQuist, as Issuer Representative, BlackRock Kelso Capital Corporation (“BKC”), PennantPark Investment Corporation (“Pennant”), Citibank, N.A. (“Citibank”), and THL Credit, Inc. (“THL” and together with BKC, Pennant, Citibank and the other Purchasers from time to time parties hereto, collectively, the “Purchasers”).

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