Amendments 7-9 To Revolving Credit Loan Agreement

AMENDMENT NUMBER SEVEN TO
REVOLVING CREDIT LOAN AGREEMENT


THIS AMENDMENT NUMBER SEVEN TO REVOLVING CREDIT LOAN AGREEMENT dated as of December 27, 1995 (the "Amendment") is entered into by and between ADAPTEC, INC., a California corporation (the "Borrower"), and COMERICA BANK-CALIFORNIA (formerly known as Plaza Bank of Commerce), a California banking corporation (the "Bank").


WITNESSETH:


WHEREAS, the Borrower and the Bank are parties to a certain Revolving Credit Loan Agreement dated as of June 3, 1992, as amended by Amendment Number One dated as of August 21, 1992, Amendment Number Two dated as of December 31, 1992, Amendment Number Three dated as of April 29, 1994, Amendment Number Four dated as of July 13, 1994, Amendment Number Five dated as of September 21, 1994, and Amendment Number Six dated as of December 9, 1994 (as so amended, the "Agreement"); and


WHEREAS, the Borrower and the Bank desire to amend the Agreement;


NOW, THEREFORE, in consideration of the premises and the mutual promises herein contained, the Borrower and the Bank agree as follows:


1. Capitalized terms used in this Amendment and not otherwise defined shall have the respective meanings set forth in the Agreement.


2. The definition of "Termination Date" set forth in Section 1.1 of the Agreement is hereby amended to read in its entirety as follows:


'"Termination Date" shall mean December 31, 1997 (or such
later date as extended pursuant to Section 2.6 or such earlier date on
which the Borrower shall permanently terminate the Bank's commitment
under Section 2.14).1


3. The Borrower hereby represents and warrants to the Bank that (a) the representations and warranties contained in the Agreement are true in all material respects on and as of the date of this Amendment, and (b) no Default has occurred and is continuing. 2
4. Except as specifically amended pursuant to the foregoing paragraphs of this Amendment, all recitals, representations, warranties, covenants, undertakings, promises, indemnities, terms, conditions and provisions of the Agreement shall remain in full force and effect and shall be and remain unaffected by this Amendment.


5. This Amendment may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. This Amendment and the Agreement constitute the entire agreement and understanding among the parties hereto and supersede any and all prior agreements and understandings, oral or written, relating to the subject matter hereof. This Amendment shall become effective when executed by each of the parties hereto and delivered to the Bank.


6. This Amendment shall be governed by, and construed and enforced in accordance with, the internal laws of the State of California other than principles of conflicts of laws.


IN WITNESS WHEREOF, the Borrower and the Bank have caused this Amendment to be executed by their duly authorized officers as of the day and year first written above.


ADAPTEC, INC.


By: /s/ Christopher G. O'Meara
----------------------------
Christopher G. O'Meara
Vice President and Treasurer


COMERICA BANK-CALIFORNIA
(formerly known as Plaza
Bank of Commerce)


By: /s/ Lori Edwards
----------------------------
Lori S. Edwards
First Vice President


2 3
AMENDMENT NUMBER EIGHT TO
REVOLVING CREDIT LOAN AGREEMENT


THIS AMENDMENT NUMBER EIGHT TO REVOLVING CREDIT LOAN AGREEMENT dated as of December 29, 1995 (the "Amendment") is entered into by and between ADAPTEC, INC., a California corporation (the "Borrower"), and COMERICA BANK-CALIFORNIA (formerly known as Plaza Bank of Commerce), a California banking corporation (the "Bank").


WITNESSETH:


WHEREAS, the Borrower and the Bank are parties to a certain Revolving Credit Loan Agreement dated as of June 3, 1992, as amended by Amendment Number One dated as of August 21, 1992, Amendment Number Two dated as of December 31, 1992, Amendment Number Three dated as of April 29, 1994, Amendment Number Four dated as of July 13, 1994, Amendment Number Five dated as of September 21, 1994, Amendment Number Six dated as of December 9, 1994, and Amendment Number Seven dated as of December 27, 1995 (as so amended, the "Agreement"); and


WHEREAS, the Borrower and the Bank desire to amend the Agreement;


NOW, THEREFORE, in consideration of the premises and the mutual promises herein contained, the Borrower and the Bank agree as follows:


1. Capitalized terms used in this Amendment and not otherwise defined shall have the respective meanings set forth in the Agreement.


2. Section 6.4 of the Agreement is hereby am ...