| 1. | The Note is hereby amended by replacing where applicable the references to Thirty Five Million Dollars and $35,000,000.00 with Forty Five Million Dollars and $45,000,000.00. | |
| 2. | The Note, as amended hereby, shall remain in full force and effect and all terms hereof are hereby ratified and confirmed by the Borrower. Except for specifically provided herein, all other terms and conditions of the Note shall remain in full force and effect. | |
| 3. | The Borrower by its execution of this First Amendment in the space provided below, represents, warrants and agrees that the Borrower has no claims, defenses, counterclaims or offsets against the Bank in connection with the Note or any of the other documents executed in connection therewith and, to the extent that any such claim, defense, counterclaim or offset may exist, the Borrower by its execution of this First Amendment in the space provided below, hereby affirmatively WAIVES and RELEASES the Bank from same. | |
| 4. | This First Amendment shall take effect as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first above written. | |
| 5. | Any and all references to the Note and any instrument previously and now hereafter executed by the Borrower shall be deemed to refer to the Note as amended by this |
-1-
| WITNESS: | iROBOT CORPORATION |
|||||||
/s/ Paul Tavalone
|
By: | /s/ Geoffrey P. Clear | ||||||
| Title: | Sr. VP and CFO | |||||||
| BANK OF AMERICA, N.A. | ||||||||
| By: | /s/ Richard MacDonald | |||||||
| Title: | Vice President | |||||||
-2-