EMRISE Corp Watch

from 10-K 9 pages We Lloyds Tsb Bank PLC (The “Bank”) Of” 2nd Floor, 25 Gresham Street, London Ec2v 7hn Offer You EMRISE Electronics Limited (Company Registered Number 01969006) of Cobbswood Industrial Estate, Brunswick Road, Ashford, Kent Tn23 I Eh a Loan on the Following Terms and Conditions. Specific Terms and Conditions the Loan Preconditions

from 8-K 7 pages Amendment Number 17 to Loan Documents

from 8-K 4 pages Second Amended and Restated Term Loan a Note

from 8-K 3 pages C. in Order to Induce Lender to Extend Credit to Borrower And, at Any Time or From Time to Time, at Lender’s Option, to Make Such Further Loans, Extensions of Credit, or Other Accommodations to or for the Account of Borrower, or to Extend Credit Upon Any Instrument or Writing in Respect of Which Borrower May Be Liable in Any Capacity, or to Grant Such Renewals or Extension of Any Such Loan, Extension of Credit, or Other Accommodation as Lender May Deem Advisable, Creditor Is Willing to Subordinate: (I) All of Borrower’s Indebtedness and Obligations to Creditor, Whether Presently Existing or Arising in the Future (The “Subordinated Debt”) to All of Borrower’s Indebtedness and Obligations to Lender; and (II) All of Creditor’s Security Interests, if Any, to All of Lender’s Security Interests in the Property of Borrower. Now, Therefore, the Parties Agree as Follows

from 8-K 3 pages C. in Order to Induce Lender to Extend Credit to Borrower And, at Any Time or From Time to Time, at Lender’s Option, to Make Such Further Loans, Extensions of Credit, or Other Accommodations to or for the Account of Borrower, or to Extend Credit Upon Any Instrument or Writing in Respect of Which Borrower May Be Liable in Any Capacity, or to Grant Such Renewals or Extension of Any Such Loan, Extension of Credit, or Other Accommodation as Lender May Deem Advisable, Creditor Is Willing to Subordinate: (I) All of Borrower’s Indebtedness and Obligations to Creditor, Whether Presently Existing or Arising in the Future (The “Subordinated Debt”) to All of Borrower’s Indebtedness and Obligations to Lender; and (II) All of Creditor’s Security Interests, if Any, to All of Lender’s Security Interests in the Property of Borrower. Now, Therefore, the Parties Agree as Follows

from 8-K 3 pages C. in Order to Induce Lender to Extend Credit to Borrower And, at Any Time or From Time to Time, at Lender’s Option, to Make Such Further Loans, Extensions of Credit, or Other Accommodations to or for the Account of Borrower, or to Extend Credit Upon Any Instrument or Writing in Respect of Which Borrower May Be Liable in Any Capacity, or to Grant Such Renewals or Extension of Any Such Loan, Extension of Credit, or Other Accommodation as Lender May Deem Advisable, Creditor Is Willing to Subordinate: (I) All of Borrower’s Indebtedness and Obligations to Creditor, Whether Presently Existing or Arising in the Future (The “Subordinated Debt”) to All of Borrower’s Indebtedness and Obligations to Lender; and (II) All of Creditor’s Security Interests, if Any, to All of Lender’s Security Interests in the Property of Borrower. Now, Therefore, the Parties Agree as Follows

from 8-K 5 pages C. in Order to Induce Lender to Extend Credit to Borrower And, at Any Time or From Time to Time, at Lender’s Option, to Make Such Further Loans, Extensions of Credit, or Other Accommodations to or for the Account of Borrower, or to Extend Credit Upon Any Instrument or Writing in Respect of Which Borrower May Be Liable in Any Capacity, or to Grant Such Renewals or Extension of Any Such Loan, Extension of Credit, or Other Accommodation as Lender May Deem Advisable, Creditor Is Willing to Subordinate: (I) All of Borrower’s and Guarantor’s Indebtedness and Obligations to Creditor Arising Under or Relating to That Certain Credit Agreement, Dated as of November 30, 2007, as Amended, or That Certain Term Loan a Note Dated August 31, 2010 in the Original Principal Amount of $1,000,000 (Collectively, the “Subordinated Debt”) to All of Borrower’s and Guarantor’s Indebtedness and Obligations to Lender Under the Business Finance Agreement (As Defined Herein) as Provided in Section 2.2; and (II) All of Creditor’s Security Interests, if Any, in the Property of Borrower and Guarantor Securing the Subordinated Debt to All of Lender’s Security Interests in the Property of Borrower or Guarantor Securing the Senior Debt (As Defined Herein). Now, Therefore, the Parties Agree as Follows

from 10-Q 7 pages Amendment Number 15 to Loan Documents

from 10-Q 7 pages Amendment Number 14 to Loan Documents

from 8-K 7 pages Amendment Number 16 to Loan Documents

from 8-K 3 pages Amended and Restated Term Loan a Note

from 10-Q 7 pages Amendment Number 13 to Loan Documents

from 10-Q 5 pages Amendment Number 12 to Loan Documents

from 10-Q 5 pages Amendment Number 11 to Loan Documents

from 10-Q 5 pages Amendment Number 10 to Loan Documents

from 10-K 5 pages This Exhibit Has Been Redacted and Is the Subject of a Confidential Treatment Request. Redacted Material Is Marked With [* * *] and Has Been Filed Separately With the Securities and Exchange Commission. Amendment Number 9 to Loan Documents

from 10-K 10 pages This Exhibit Has Been Redacted and Is the Subject of a Confidential Treatment Request. Redacted Material Is Marked With [* * *] and Has Been Filed Separately With the Securities and Exchange Commission. Amendment Number 8 to Loan Documents

from 8-K 4 pages Amendment Number 7 to Loan Documents

from 8-K 6 pages Amendment Number 6 to Loan Documents

from 10-Q 6 pages Amendment Number 5 to Loan Documents