Common use of CONTINUING VALIDITY Clause in Contracts

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing IndebtednessObligations, Bank is relying upon Borrower's ’s representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's ’s agreement to modifications to the existing Indebtedness Obligations pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the IndebtednessObligations. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the IndebtednessObligations. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No Unless expressly released herein, no maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇R▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇/s/T▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇R▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇T▇▇ ▇▇▇▇▇ Title: Chief Financial Officer Title: Senior Vice President BORROWER: SYNAPTICS INCORPORATED LOAN OFFICER: T▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇▇ DATE: C.F.O. TitleNovember 20, 2003 Documentation Fee $250.00 (Waived) TOTAL FEE DUE $0.00 Please indicate the method of payment: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT { } A check for the total amount is attached. { } Debit DDA # for the total amount. { } Loan proceeds SYNAPTICS INCORPORATED /s/ R▇▇▇ ▇. ▇▇▇▇▇▇▇ (Date) /s/T▇▇ ▇▇▇▇▇ Silicon Valley Bank (Date) Account Officer’s Signature This Amendment to Second Amended and Restated Loan and Security Modification Agreement (the "Amendment") is entered into as of March 24November 28, 20002004, by and between Synaptics Incorporated (the “Borrower”) and Silicon Valley Bank ("“Bank") and Harmonic, Inc. (the "Borrower"”).

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Documents original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by Lender to this Loan Modification Agreement in no way shall does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschange in terms. Nothing in this Loan Modification Agreement shall will constitute a satisfaction of the Indebtednessobiigation(s). It is the intention of Bank and Borrower Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties, unless the a party is expressly released by Bank Lender in writing. No maker, Any maker or endorser, or guarantor including accommodation makers, will not be released by virtue of this Loan Modification Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all such subsequent loan modification agreementsactions. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written abovePRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. BORROWER: BANKPYRAMID BREWERIES INC. BY: HARMONIC--------------------------------- JASON REES, VICE PRESIDENT OF FINANCE OF PYRAMID BREWERIES INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.ILLEGIBLE DATA) By: /s/ DISBURSEMENT REQUEST AND AUTHORIZATION PRINCIPAL LOAN DATE MATURITY LOAN NO CALL / COLL ACCOUNT OFFICER INITIALS ------------- ---------- ---------- ------------ ----------- ------- ------- -------- $2,500,000.00 05-14-2004 03-31-2007 77-100239-01 MARK References in the shaded area ▇▇▇ ▇▇▇ ▇▇▇▇er's use only and do not limi▇ ▇▇e applicability of this document to any particular loan or item. Any item above containing "***" has been omitted due to text length limitations. BORROWER: PYRAMID BREWERIES INC. LENDER: FIRST MUTUAL BANK 91 SOUTH ROYAL BROUGHAM WAY PO BOX 1647 SEATTLE, WA 98134 ▇▇▇▇▇▇▇▇, WA 98009-1647 (425) 45▇-▇▇▇▇ By: /s/ ▇▇▇▇ ▇▇▇▇. ▇▇▇▇ is a Variable Rate Nondisclosable Revolving Line ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇n to a Corporation for $2,500,000.00 due on March 31, 2007. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement The reference rate (the prime rate as published by "AmendmentThe Wall Street Journal", currently 7.500%) is entered into as added to the margin of March 241.000%, 2000resulting in an initial rate of 8.500. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: [ ] PERSONAL, by and between Silicon Valley Bank FAMILY, OR HOUSEHOLD PURPOSES OR PERSONAL INVESTMENT. [X] BUSINESS ("Bank") and Harmonic, Inc. (the "Borrower"INCLUDING REAL ESTATE INVESTMENT). SPECIFIC PURPOSE. The specific purpose of this loan is: Working Capital.

CONTINUING VALIDITY. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessany other person who signs, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to guarantees or endorses this Loan Modification Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the Existing Loan Documents remain unchanged collateral; and in full force and effecttake any other action deemed necessary by Lender without the consent of or notice to anyone. Bank's agreement All such parties also agree that Lender may modify this loan without the consent of or notice to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless anyone other than the party with whom the modification is expressly released by Bank in writingmade. No makerPRIOR TO SIGNING THIS AGREEMENT, endorserBORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, or guarantor will be released by virtue of this Loan Modification AgreementINCLUDING THE VARIABLE INTEREST RATE PROVISIONS. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveBORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONICSCIENTIFIC SOFTWARE - INTERCOMP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves., Inc.) A COLORADO CORPORATION By: /s/ ▇▇▇COPY ------------------------------------------ RONA▇▇ ▇. ▇▇▇▇▇▇▇ By▇, ▇▇CRETARY ================================================================================ Variable Rate. Line of Credit. 3 [BANK ONE LOGO] DISBURSEMENT REQUEST AND AUTHORIZATION ------------------------------------------------------------------------------------------------------------------------ PRINCIPAL LOAN DATE MATURITY LOAN NO. CALL COLLATERAL ACCOUNT OFFICER INITIALS ------------------------------------------------------------------------------------------------------------------------ $5,000,000.00 08-15-1995 42 7979623550 410 ------------------------------------------------------------------------------------------------------------------------ References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. ------------------------------------------------------------------------------------------------------------------------ Borrower: /s/ SCIENTIFIC SOFTWARE - INTERCOMP, INC., A Lender: BANK ONE, COLORADO, N.A. COLORADO CORPORATION DOWNTOWN BOULDER BANKING CENTER 1801 ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇, ▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: 2696 ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇. ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ DENV▇▇, ▇▇ ▇▇▇▇▇ ======================================================================================================================== LOAN TYPE. This is a Variable Rate (1.000% over LENDER'S PRIME RATE, making an initial rate of 9.750%), Revolving Line of Credit Loan to a Corporation for $5,000,000.00 due on August 15, 1995. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement [ ] PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES OR PERSONAL INVESTMENT. [X] BUSINESS (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"INCLUDING REAL ESTATE INVESTMENT).

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONICALTEON NETWORKS, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ -------------------------- -------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- ------------------------ ------------------------ Title: C.F.O. Corporate Controller Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").Asst. Vice President ----------------------- -----------------------

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Documents original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by Lender to this Loan Modification Agreement in no way shall does not waive Lender’s right to strict performance obligation(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschange in terms. Nothing in this Loan Modification Agreement shall will constitute a satisfaction of the Indebtednessobligation(s). It is the intention of Bank and Borrower Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties, unless the a party is expressly released by Bank Lender in writing. No maker, Any maker or endorser, or guarantor including accommodation makers, will not be released by virtue of this Loan Modification Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to the Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all such subsequent loan modification agreementsactions. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇▇ Barnhill_______________________ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, President of INNSUITES HOSPITALITY TRUST By: /s/ ▇▇▇▇▇▇ Barnhill_______________________ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, President of INNSUITES HOSPITALITY TRUST By: /s/ ▇▇▇▇▇▇ Barnhill_______________________ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, President of INNSUITES HOSPITALITY TRUST /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇, GUARANTOR Principal $600,000.00 Loan Date 11-23-2010 Maturity 06-23-13 Loan No ▇▇▇▇▇▇▇▇▇ NameCall/Coll 56 Account Officer MH Initials Borrower: INNSUITES HOSPITALITY TRUST, YUMA Lender: RepublicBankAz, N.A. HOSPITALITY PROPERTIES LIMITED ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- TitlePARTNERSHIP and RRF LIMITED PARTNERSHIP ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ #▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ LOAN TYPE. This is a Variable Rate Nondisclosable Revolving Line of Credit Loan to two Partnerships and a Corporation for $600,000.00 due on June 23, 2013. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement __ Personal, Family, or Household Purposes or Personal Investment. X Business (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"Including Real Estate Investment).

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing ------------------- below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONICINTERWOVEN, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ ------------------------- ---------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- ----------------------- -------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED ---------------------- ------------------------- LOAN AND SECURITY MODIFICATION AGREEMENT This Amendment to Second Amended and Restated Loan and Security Modification Agreement (the "Amendment") is entered into as of March 24December 11, 20001998, by and between Interwoven, Inc. ("Borrower") and Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").

CONTINUING VALIDITY. Borrower (Any and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified all acts authorized pursuant to this Loan Modification AgreementResolution and performed prior to the passage of this Resolution are hereby ratified and approved. This Resolution shall be continuing, the terms of the Existing Loan Documents shall remain unchanged and in full force and effecteffect and Lender may rely on it until written notice of its revocation shall have been delivered to and received by Lender at Lender's address shown above (or such addresses as Lender may designate from time to time). Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way Any such notice shall obligate Bank to make not affect any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the IndebtednessCorporation's agreements or commitments in effect at the time notice is given. It IN TESTIMONY WHEREOF, I have hereunto set my hand and attest that the signature set opposite the name listed above is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documentshis or her genuine signature. I HAVE READ ALL THE PROVISIONS OF THIS RESOLUTION, unless the party is expressly released by Bank in writingAND ON BEHALF OF THE CORPORATION CERTIFY THAT ALL STATEMENTS AND REPRESENTATIONS MADE IN THIS RESOLUTION ARE TRUE AND CORRECT. No makerTHIS CORPORATE RESOLUTION TO BORROW / GRANT COLLATERAL/SUBORDINATE DEBT IS DATED NOVEMBER 4, endorser2005. CERTIFIED TO AND ATTESTED BY: X /s/ JASON REES -------------------------------------- JASON REES, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇VICE PRESIDENT OF FINANCE ▇▇ ▇. ▇▇▇▇▇▇▇ ByBREWERIES INC. NOTE: /s/ ▇▇If the officer signing this Resolution is designated by the foregoing document as one of the officers authorized to act on the Corporation's behalf. It is advisable to have this Resolution signed by all least one non-authorized officer of the Corporation. (ILLEGIBLE DATA) CHANGE IN TERMS AGREEMENT PRINCIPAL LOAN DATE MATURITY LOAN NO CALL / COLL ACCOUNT OFFICER INITIALS ------------- ---------- ---------- ------------ ----------- ------- ------- -------- $2,000,000.00 05-14-2004 03-31-2006 77-100239-01 MARK References in the shaded area ar▇ ▇▇▇ ▇▇▇▇▇▇'s use only and do not limi▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇e applicability of this document to any particular loan or Item. Any Item above containing "***" has been omitted due to text length limitations. BORROWER: PYRAMID BREWERIES INC. LENDER: FIRST MUTUAL BANK 91 SOUTH ROYAL BROUGHAM WAY BUSINESS BANKING SEATTLE, WA 98134 400- 108TH AVE NE PO BOX 1647 ▇▇▇▇▇▇▇ Name: ▇▇▇, ▇▇ ▇▇▇▇▇ (▇▇▇) ▇▇▇-▇▇▇▇ ------------------------------ ---------------------------------- TitlePRINCIPAL AM▇▇▇▇: C.F.O. Title$▇,▇▇▇,▇00.00 INITIAL RATE: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended 9.000% DATE OF AGREEMENT: NOVEMBER 14, 2005 DESCRIPTION OF EXISTING INDEBTEDNESS. A Promissory Note dated May 14, 2004 in the original principal amount of $2,000,000.00, together with all renewals of, extensions of, modifications of, refinancings of, consolidations of, and Restated Loan and Security Agreement (substitutions for the "Amendment") is entered into as note or credit agreement. The promissory note evidences a revolving line of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower")credit.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Documents original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by Lender to this Loan Modification Agreement in no way shall does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschange in terms. Nothing in this Loan Modification Agreement shall will constitute a satisfaction of the Indebtednessobligation(s). It is the intention of Bank and Borrower Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties unless the a party is expressly released by Bank Lender in writing. No maker, Any maker or endorser, or guarantor including accommodation makers, will not be released by virtue of this Loan Modification Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement Is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all such subsequent loan modification agreementsactions. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written abovePRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL OF THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TERMS OF THIS AGREEMENT. CHANGE IN TERMS SIGNERS: BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name▇▇▇, Chief Financial Officer/ Treasurer/ Secretary of UQM PROPERTIES, INC. LENDER: BANK OF THE WEST X /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, Relationship Manager Borrower: C.F.O. TitleUQM PROPERTIES, INC. Lender: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED BANK OF THE WEST 4120 SPECIALTY PL SME BBC Northern Front Range #21193 ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Guarantor: UQM TECHNOLOGIES, INC. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ CONTINUING GUARANTEE OF PAYMENT AND RESTATED LOAN AND SECURITY AGREEMENT PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all Borrower’s obligations under the Note and the Related Documents. This Amendment is a guaranty of payment and performance and not of collection, 50 Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender's remedies against anyone else obligated to Second Amended pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without set-off or deduction or counterclaim, and Restated Loan will otherwise perform Borrower's obligations under the Note and Security Agreement (the "Amendment") is entered into as of March 24Related Documents. Under this Guaranty, 2000, by Guarantor's liability ls unlimited and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower")Guarantor's obligations are continuing.

CONTINUING VALIDITY. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessany other person who signs, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to guarantees or endorses this Loan Modification Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the Existing Loan Documents remain unchanged collateral; and in full force and effecttake any other action deemed necessary by Lender without the consent of or notice to anyone. Bank's agreement All such parties also agree that Lender may modify this loan without the consent of or notice to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless anyone other than the party with whom the modification is expressly released by Bank in writingmade. No makerPRIOR TO SIGNING THIS AGREEMENT, endorserBORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, or guarantor will be released by virtue of this Loan Modification AgreementINCLUDING THE VARIABLE INTEREST RATE PROVISIONS. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveBORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONICSCIENTIFIC SOFTWARE - INTERCOMP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves., Inc.) ByA COLORADO CORPORATION BY: /s/ ▇▇▇COPY -------------------------------- RONA▇▇ ▇. ▇▇▇▇▇▇▇ By▇, ▇▇CRETARY ================================================================================ Variable Rate. Line of Credit 6 [BANK ONE LOGO] DISBURSEMENT REQUEST AND AUTHORIZATION ------------------------------------------------------------------------------------------------------------------------ PRINCIPAL LOAN DATE MATURITY LOAN NO. CALL COLLATERAL ACCOUNT OFFICER INITIALS ------------------------------------------------------------------------------------------------------------------------ $1,500,000.00 08-15-1995 26 7979623550 410 ------------------------------------------------------------------------------------------------------------------------ References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. ------------------------------------------------------------------------------------------------------------------------ Borrower: /s/ SCIENTIFIC SOFTWARE - INTERCOMP, INC., Lender: BANK ONE, COLORADO, N.A. A COLORADO CORPORATION DOWNTOWN BOULDER BANKING CENTER 1801 ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇, ▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: 2696 ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇. ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ DENV▇▇, ▇▇ ▇▇▇▇▇ ======================================================================================================================== LOAN TYPE. This is a Variable Rate (2.500% over LENDER'S PRIME RATE, making an initial rate of 11.250%), Revolving Line of Credit Loan to a corporation for $1,500,000.00 due on August 15, 1995. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement [ ] PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES OR PERSONAL INVESTMENT. [X] BUSINESS (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"INCLUDING REAL ESTATE INVESTMENT).

CONTINUING VALIDITY. Borrower (and each guarantor Guarantor and pledgor Pledgor) signing below) understands below understand and agrees agree that in modifying the existing Indebtedness, Bank Lender is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, Agreement the terms of the Existing Loan Documents remain unchanged and in full force and effect. BankLender's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank Lender to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank Lender and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank Lender in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph Paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANKLENDER: HARMONIC, INCREMEDY CORP. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇GEOR▇▇ ▇. ▇ ▇▇▇▇▇▇▇ By: /s/ ▇▇▇[SIG] ------------------------------- ------------------------------- Name: Geor▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇Wate▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- ----------------------------- ----------------------------- Title: C.F.O. Vice President of Finance Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT ---------------------------- ---------------------------- EXHIBIT "A" SUPPLEMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY MODIFICATION AGREEMENT This Amendment supplement to Second Amended and Restated Loan and Security Modification Agreement (this "Agreement") is a supplement to the Loan Modification Agreement (the "AmendmentLoan Modification Agreement") is entered into as of March 24dated June 21, 2000, by and 1996 between Silicon Valley Bank and Remedy Corp. ("BankBorrower") and Harmonic, Inc. (forms a part of and is incorporated into the "Borrower")Loan Modification Agreement.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing -------------------- below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic QUICKLOGIC CORPORATION SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇ ---------------------- ---------------------- Name: ▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- ---------------------- ---------------------- Title: C.F.O. V.P., CFO Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT VP ---------------------- ---------------------- LIBOR SUPPLEMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment LIBOR Supplement to Second Amended and Restated Agreement (the "Supplement") is a supplement to the Loan and Security Agreement (the "AmendmentAgreement") is entered into dated as of March 24August 8, 20001996, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. Quicklogic Corporation (the "Borrower"), and forms a part of and is incorporated into the Agreement. Except as otherwise defined in this Supplement, capitalized terms shall have the meanings assigned in the Agreement.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Documents original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by Lender to this Loan Modification Agreement in no way shall does not waive Lender's right to strict performance of the obligalion(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschange in terms. Nothing in this Loan Modification Agreement shall will constitute a satisfaction of the Indebtednessobligation(s). It is the intention of Bank and Borrower Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties, unless the a party is expressly released by Bank Lender in writing. No maker, Any maker or endorser, or guarantor including accommodation makers, will not be released by virtue of this Loan Modification Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all such subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveactions. BORROWER: BANK: HARMONICFRESH ENTERPRISES, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ -------------------------------- ------------------------------------- ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, President & CEO ▇▇▇▇▇▇ ▇▇▇▇▇, Senior Vice Pres. & CFO of Fresh Enterprises, Inc. of Fresh Enterprises, Inc. BAJA FRESH WESTLAKE VILLAGE, INC. DBA BAJA FRESH MEXICAN GRILL By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ -------------------------------- ----------------------------------- ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, President & CEO ▇▇▇▇▇▇ ▇▇▇▇▇, Senior Vice Pres.& CFO of Westlake Village, Inc. dba of Fresh Westlake Village, Inc.dba Baja Fresh Mexican Grill Baja Fresh Mexican Grill LENDER: WESTERN FINANCIAL BANK X /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ NameAuthorized Signer ================================================================================ [LOGO] Western Financial Bank CHANGE IN TERMS AGREEMENT ------------------------------------------------------------------------------------------------- Principal Loan Date Maturity Loan No Call/Coll Account Officer Initials $16,000,000.00 09-27-2001 09-30-2002 0099(CM) 4AO/3100 0001910 00905 ------------------------------------------------------------------------------------------------- References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "***" has been omitted due to text length limitations. ------------------------------------------------------------------------------------------------- Borrower: Fresh Enterprises, Inc. Lender: Western Financial Bank Baja Fresh Westlake Village, Commercial Banking Group Inc. dba Baja Fresh ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ Mexican Grill ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇▇ ================================================================================ Principal Amount: C.F.O. Title$16,000,000.00 Initial Rate: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated 6.250% Date of Agreement: September 27, 2001 DESCRIPTION OF EXISTING INDEBTEDNESS. Business Loan and Security Agreement (the "Amendment") is entered into as of March 24dated December 12, 2000, along with all renewals, extensions and/or modifications. DESCRIPTION OF CHANGE IN TERMS. Upon verification by Lender of a $12,000,000.00 Preferred Stock Series C equity contribution by Borrower's stockholders, the following changes to the Business Loan Agreement shall become effective: The Income paragraph, as referenced in the FINANCIAL COVENANTS AND RATIOS section of the Business Loan Agreement, is hereby amended to include (add) the following: Maintain not less than $4,000,000.00 EBITDA for the six-month fiscal period ending June 30, 2002 and between Silicon Valley Bank ("Bank") not less than $11,000,000.00 for fiscal year ending December 31, 2002. EBITDA financial covenant calculations are before store pre-opening costs and Harmonicnon-cash stock compensation expense. The covenants and ratios, Inc. (as referenced in the "Borrower")OTHER FINANCIAL COVENANTS AND RATIOS section of the Business Loan Agreement, are hereby replaced with the following, as applicable: Effective Tangible Net Worth. Maintain a minimum Effective Tangible Net Worth ratio of not less than $29,000,000.00. Effective Tangible Net Worth is defined as net worth less intangibles plus debt subordinated to Lender.

CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and In full force and effect. Consent by ▇▇▇▇▇▇ to this Agreement does not waive ▇▇▇▇▇▇'s right to strict performance of the obligation(s) as changed, nor obligate Lander to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties, unless a party is expressly released by ▇▇▇▇▇▇ in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions. FRAUDS DISCLOSURE. UNDER OREGON LAW, MOST AGREEMENTS, PROMISES AND COMMITMENTS MADE BY US (LENDER) CONCERNING LOANS AND OTHER CREDIT EXTENSIONS WHICH ARE NOT FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES OR SECURED SOLELY BY THE BORROWER'S RESIDENCE MUST BE IN WRITING, EXPRESS CONSIDERATION AND BE SIGNED BY US TO BE ENFORCEABLE. PRIOR TO SIGNING THIS AGREEMENT, ▇▇▇▇▇▇▇▇ READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. ▇▇▇▇▇▇▇▇ AGREES TO THE TERMS OF THE AGREEMENT. BORROWER: POWIN CORPORATION ▇▇▇▇▇▇ ▇ ▇▇, President of POWIN CORPORATION POWIN CORPORATION TIGARD, OR 97223 THIS BUSINESS LOAN AGREEMENT dated February 4, 2008, is made and executed between POWIN CORPORATION ("Borrower") and Sterling Savings Bank ("Lender") an the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans or other financial accommodations, including those which may be described on any exhibit or schedule attached to this Agreement (and each guarantor and pledgor signing below) "Loan'). ▇▇▇▇▇▇▇▇ understands and agrees that that, (A) in modifying the existing Indebtednessgranting, Bank renewing, or extending any Loan, Lender is relying upon Borrower's representations, warranties, and agreements, agreements as set forth in the Existing Loan Documents. Except as expressly modified pursuant to In this Loan Modification Agreement, (B) the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documentsgranting, unless the party is expressly released by Bank in writing. No maker, endorserrenewing, or guarantor will extending of any Loan by Lender at all times shall be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only subject to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment 's sole judgment and discretion; and (C) all such Loans shall be and remain subject to Second Amended the terms and Restated Loan and Security Agreement (the "Amendment") is entered into as conditions of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower")this Agreement.

CONTINUING VALIDITY. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessany other person who signs, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to guarantees or endorses this Loan Modification Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the Existing Loan Documents remain unchanged collateral; and in full force and effecttake any other action deemed necessary by Lender without the consent of or notice to anyone. Bank's agreement All such parties also agree that Lender may modify this loan without the consent of or notice to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless anyone other than the party with whom the modification is expressly released by Bank in writingmade. No makerPRIOR TO SIGNING THIS AGREEMENT, endorserBORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, or guarantor will be released by virtue of this Loan Modification AgreementINCLUDING THE VARIABLE INTEREST RATE PROVISIONS. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveBORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONICSCIENTIFIC SOFTWARE - INTERCOMP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves., Inc.) ByA COLORADO CORPORATION BY: /s/ ▇▇▇RONA▇▇ ▇. ▇▇▇▇▇▇▇ By---------------------------- RONA▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇CRETARY ================================================================================ Variable Rate. Line of Credit. 9 [BANK ONE LOGO] DISBURSEMENT REQUEST AND AUTHORIZATION ------------------------------------------------------------------------------------------------------------------------ PRINCIPAL LOAN DATE MATURITY LOAN NO. CALL COLLATERAL ACCOUNT OFFICER INITIALS ------------------------------------------------------------------------------------------------------------------------ $633,000.00 09-15-1995 26 7979623550 410 ------------------------------------------------------------------------------------------------------------------------ References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. ------------------------------------------------------------------------------------------------------------------------ Borrower: /s/ SCIENTIFIC SOFTWARE - INTERCOMP, INC., A LENDER: BANK ONE, COLORADO, N.A. COLORADO CORPORATION DOWNTOWN BOULDER BANKING CENTER 1801 ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇, ▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: 2696 ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇. ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ DENV▇▇, ▇▇ ▇▇▇▇▇ ======================================================================================================================== LOAN TYPE. This is a Variable Rate (2.500% over LENDER'S PRIME RATE, making an initial rate of 11.250%), Revolving Line of Credit Loan to a Corporation for $633,000.00 due on September 15, 1995. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement [ ] PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES OR PERSONAL INVESTMENT. [X] BUSINESS (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"INCLUDING REAL ESTATE INVESTMENT).

CONTINUING VALIDITY. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessany other person who signs, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to guarantees or endorses this Loan Modification Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the Existing Loan Documents remain unchanged collateral; and in full force and effecttake any other action deemed necessary by Lender without the consent of or notice to anyone. Bank's agreement All such parties also agree that Lender may modify this loan without the consent of or notice to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless anyone other than the party with whom the modification is expressly released by Bank in writingmade. No makerPRIOR TO SIGNING THIS AGREEMENT, endorserBORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, or guarantor will be released by virtue of this Loan Modification AgreementINCLUDING THE VARIABLE INTEREST RATE PROVISIONS. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveBORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONICSCIENTIFIC SOFTWARE - INTERCOMP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves., Inc.) ByA COLORADO CORPORATION BY: /s/ ▇▇▇RONA▇▇ ▇. ▇▇▇▇▇▇▇ By------------------------------ RONA▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇CRETARY ================================================================================ Variable Rate. Line of Credit. 3 [BANK ONE LOGO] DISBURSEMENT REQUEST AND AUTHORIZATION ------------------------------------------------------------------------------------------------------------------------ PRINCIPAL LOAN DATE MATURITY LOAN NO. CALL COLLATERAL ACCOUNT OFFICER INITIALS ------------------------------------------------------------------------------------------------------------------------ $4,500,000.00 09-15-1995 42 7979623550 410 ------------------------------------------------------------------------------------------------------------------------ References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. ------------------------------------------------------------------------------------------------------------------------ BORROWER: /s/ SCIENTIFIC SOFTWARE - INTERCOMP, INC., A LENDER: BANK ONE, COLORADO, N.A. COLORADO CORPORATION DOWNTOWN BOULDER BANKING CENTER 1801 ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇, ▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: 2696 ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇. ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ DENV▇▇, ▇▇ ▇▇▇▇▇ ======================================================================================================================== LOAN TYPE. This is a Variable Rate (1.500% over LENDER'S PRIME RATE, making an initial rate of 10.250%), Revolving Line of Credit Loan to a Corporation for $4,500,000.00 due on SEPTEMBER 15, 1995. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement [ ] PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES OR PERSONAL INVESTMENT. [X] BUSINESS (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"INCLUDING REAL ESTATE INVESTMENT).

CONTINUING VALIDITY. Borrower (Any and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified all acts authorized pursuant to this Loan Modification AgreementResolution and performed prior to the passage of this Resolution are hereby ratified and approved. This Resolution shall be continuing, the terms of the Existing Loan Documents shall remain unchanged and in full force and effecteffect and Lender may rely on it until written notice of its revocation shall have been delivered to Lender and receipt acknowledged by Lender in writing at Lender's address shown above (or such addresses as Lender may designate from time to time). BankAny such notice shall not affect any of the Corporation's agreement to modifications to agreements of commitments in effect at the existing Indebtedness pursuant to time notice is given. IN TESTIMONY WHEREOF, we have hereunto set our hand and attest that the signature set opposite the name listed above is his or her genuine signature. We each have read all the provisions of this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to Resolution, and we each personally and on behalf of the Indebtedness. Nothing Corporation certify that all statements and representations made in this Loan Modification Agreement shall constitute a satisfaction Resolution are true and correct. This Corporate Resolution is dated July 21, 2003. THIS RESOLUTION IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS RESOLUTION IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. CERTIFIED TO AND ATTESTED BY: By /s/ Laura Woodhead, Secretary (Seal) _____________________________ AUTHORIZED SIGNER FOR GENITOPE CORPORATION NOTE: If the officer signing this Resolution is designated by the foregoing document as one of the Indebtedness. It officers authorized to act on the Corporation's behalf, it is the intention of Bank and Borrower advisable to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released have this Resolution signed by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as at least one non-authorized officer of the date first written aboveCorporation. [BANK ONE LOGO] COMMERCIAL GUARANTY BORROWER: BANKGENITOPE CORPORATION LENDER: HARMONICBANK ONE, INC. (f/k/a Harmonic SILICON VALLEY BANK LightwavesN.A., Inc.) ByWITH ITS MAIN 8201 PRESTON, LB 21 OFFICE AT CHICAGO, ILLINOIS ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LPO 1717 MAIN STREET ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. ▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇, ▇▇ ▇▇ DA▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇. ▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended ▇▇ this Guaranty i▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇TINUING UNLIMITED GUARANTY. For good and Restated Loan and Security Agreement valuable consideration, STANFORD C. FINNEY, JR. (the "AmendmentGuarantor") is entered into as of March 24absolutely and unconditionally ▇▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇s to pay to Bank One, 2000N.A., by and between Silicon Valley Bank with its main office at Chicago, Illinois ("BankLender") and Harmonicor its order, Inc. In legal tender of the United States of America, the Indebtedness (the as that term is defined below) of GENITOPE CORPORATION ("Borrower")) to Lender on the terms and conditions set forth in this Guaranty. Under this Guaranty, the liability of Guarantor is unlimited and the obligations of Guarantor are continuing.

CONTINUING VALIDITY. Each Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank Lender is relying upon each Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Business Financing Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. BankLender's agreement to modifications to the existing Indebtedness pursuant to this Loan Business Financing Modification Agreement in no way shall obligate Bank Lender to make any future modifications to the Indebtedness. Nothing in this Loan Business Financing Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank Lender and Borrower Borrowers to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank Lender in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Business Financing Modification Agreement. 4 The terms of this paragraph apply not only to this Loan Business Financing Modification Agreement, but also to all any subsequent loan Business Financing modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT 8. NOTICE OF FINAL AGREEMENT. BY SIGNING THIS DOCUMENT EACH PARTY REPRESENTS AND AGREES THAT: (A) THIS WRITTEN AGREEMENT REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES, (B) THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES, AND (C) THIS WRITTEN AGREEMENT MAY NOT BE CONTRADICTED BY EVIDENCE OF ANY PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OR UNDERSTANDINGS OF THE PARTIES. [REMAINDER OF THIS PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower")INTENTIONALLY LEFT BLANK] 5 9.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing ------------------- below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONICPLACEWARE, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ __________________________________ ________________________________ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- ________________________________ ______________________________ Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED _______________________________ _____________________________ LOAN AND SECURITY MODIFICATION AGREEMENT This Amendment to Second Amended and Restated Loan and Security Modification Agreement (the "Amendment") is entered into as of March January 24, 2000, by and between Placeware, Inc. ("Borrower") and Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing ------------------- below) understands and agrees that in modifying the existing Indebtedness, Bank Lender is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. BankLender's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank Lender to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank Lender and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank Lender in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph Paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANKLENDER: HARMONICAURUM SOFTWARE, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ --------------------------- ---------------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- ------------------------- -------------------------------- Title: C.F.O. CFO Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as Vice President ------------------------ ------------------------------- COMPLIANCE CERTIFICATE To: SILICON VALLEY BANK From: AURUM SOFTWARE, INC. Credit Department ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ The undersigned authorized Officer of March 24, 2000, by and between Silicon Valley Bank ("Bank") and HarmonicAurum Software, Inc. (the "Borrower"), hereby certifies that in accordance with the terms and conditions of the Business Loan Agreement, as modified from time to time, the Borrower is in complete compliance for the period ending _____________________ of all required conditions and terms except as noted below. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistent from one period to the next except as explained in an accompanying letter or footnotes. Please indicate compliance status by circling Yes/No under "Complies" column.

CONTINUING VALIDITY. Borrower (Any and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified all acts authorized pursuant to this Loan Modification AgreementResolution and performed prior to the passage of this Resolution are hereby ratified and approved. This Resolution shall be continuing, the terms of the Existing Loan Documents shall remain unchanged and in full force and effecteffect and Lender may rely on it until written notice of its revocation shall have been delivered to and received by lender at ▇▇▇▇▇▇’s address shown above (or such addresses as Lender may designate from time to time). Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way Any such notice shall obligate Bank to make not affect any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the IndebtednessCorporation’s agreements or commitments in effect at the time notice is given. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWERCERTIFIED TO AND ATTESTED BY: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ x________________________________ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ByNOTE: /s/ If the officer signing this Resolution is designated by the foregoing document as one if the officers authorized to act on the Corporation’s behalf, it is advisable to have this Resolution signed by at least one non-authorized officer of the Corporation. Principal $1,500,000.00 Loan Date 01-16-2004 Maturity 07-16-2004 Loan No Call/Coll Account Officer 44 Initials References in the shaded area are for Lender’s use only and do not limit the applicability of this document to any particular loan or item. Any item above containing “***” has been omitted due to text length limitations. Borrower: Grantor: Royal Sons Motor Yacht Sales, Inc. DBA Royal Sons Skyway Communications Holding Corp. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: Clearwater, FL 33762 Royal Sons Motor Yacht Sales, Inc. DBA Royal Sons ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇▇ Clearwater, FL 33762 Lender: C.F.O. TitleUnited Bank and Trust Company P.O. Box 14517 St. Petersburg, FL 33733 I, THE UNDERSIGNED, DO HEREBY CERTIFY THAT: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended THE CORPORATION’S EXISTENCE. The complete and Restated Loan and Security Agreement (correct name of the "Amendment") Corporation is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and HarmonicRoyal Sons Motor Yacht Sales, Inc. DBA Royal Sons (“Corporation”). The Corporation is a corporation for profit which is, and at all times shall be, duly organized, validly existing, and in good standing under and by virtue of the "Borrower")laws of the State of Florida. The Corporation is duly authorized to transact business in all other states in which the Corporation us doing business, having obtained all necessary filings, governmental licenses and approvals for each states in which the failure to so qualify would have a material adverse effect on its business or financial condition. The Corporation has the full power and authority to own its properties and to transact the business in which it is presently engaged or presently proposes to engage. The Corporation maintains an office at ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Clearwater, FL 33762. Unless the corporation has designated otherwise in writing, the principal office is the office at which the Corporation keeps its books and records. The corporation will notify Lender prior to any change in the location of the Corporation’s state of organization or any change in the Corporation’s name. The Corporation shall do all things necessary to preserve and to keep in full force and effect its existence, rights and privileges, and shall comply with all regulations, rules, ordinances, statutes, orders and decrees of any governmental or quasi-governmental authority or court applicable to the Corporation and the Corporation’s business activities.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's ’s representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's ’s agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No Unless expressly released herein, no maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWERBy: BANKBy: HARMONIC, INCName: Name: Title: Title: Name: Title: Please indicate the method of payment: { } A check for the total amount is attached. { } Debit DDA# for the total amount. { } Loan proceeds Borrower (f/k/a Harmonic Date) Silicon Valley Bank (Date) Account Officer’s Signature TO: SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇, ▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- TitleFROM: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended SENTO CORPORATION SENTO TECHNICAL SERVICES CORPORATION The undersigned authorized officer of SENTO CORPORATION, and Restated SENTO TECHNICAL SERVICES CORPORATION (jointly and severally the “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "Amendment"“Agreement”), (i) Borrower is entered into in complete compliance for the period ending with all required covenants except as noted below and (ii) all representations and warranties in the Agreement are true and correct in all material respects on this date. Attached are the required documents supporting the certification. The Officer certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The Officer acknowledges that no borrowings may be requested at any time or date of March 24determination that Borrower is not in compliance with any of the terms of the Agreement, 2000and that compliance is determined not just at the date this certificate is delivered. Interim consolidated financial statements + CC Monthly within 30 days Yes No 10-Q, by and between Silicon Valley Bank ("Bank") and Harmonic10-K Within 5 days after filing with SEC Yes No A/R, Inc. (the "Borrower").A/P & BBC Monthly within 20 days Yes No A/R Audit Annually Yes No

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification AgreementAgreement , the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No Unless expressly released herein, no maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification LoanModification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANKSILICON: HARMONIC, INC. (f/k/a Harmonic DIGIRAD CORPORATION SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ By:/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ -------------------------------- ------------------------------------ By:/s/ ▇▇▇▇▇ ▇. ▇▇ ▇▇▇▇▇ ------------------------- ---------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇ ▇▇▇▇▇ ------------------------------ ---------------------------------- ------------------------- --------------------------- Title: C.F.O. CFO Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED ------------------------ -------------------------- LOAN AND SECURITY MODIFICATION AGREEMENT This Amendment to Second Amended and Restated Loan and Security Modification Agreement (the "Amendment") is entered into as of March 24April 26, 20002001, by and between Digirad Corporation (jointly and severally, the "Borrower") and Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SALESLOGIX CORPORATION SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ Gary ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇Amy ▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ --------------------- ------------------------- Name: ▇▇▇▇▇ Gary ▇. ▇▇▇▇▇▇▇ Name: ▇▇Amy ▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- --------------------- ------------------------- Title: C.F.O. CFO Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").Assistant Vice President --------------------- -------------------------

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Note and all other Related Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by Lender to this Loan Modification Agreement in no way shall does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschange in terms. Nothing in this Loan Modification Agreement shall will constitute a satisfaction of the Indebtednessobligation(s). It is the intention of Bank and Borrower Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties, unless the a party is expressly released by Bank Lender in writing. No maker, Any maker or endorser, or guarantor including accommodation makers, will not be released by virtue of this Loan Modification thin Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all such subsequent loan modification agreementsactions. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as Borrower agrees that there are no claims or offsets against, of defenses or counterclaims to, the payment of the date first written aboveNote. PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THIS AGREEMENT AND ACKNUWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONIC; SCC COMMUNICATIONS CORP., INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) A DELAWARE CORPORATION By: /s/ By: ----------------------------------------- ------------------------------- GEOR▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ESIDENT NANC▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇, ▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ NameO ACCEPTED AND AGREED: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ NameBank One, Colorado, NA BY: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- ------------------------------------------ Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").---------------------------------------

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Documents original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full lull force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by ▇▇▇▇▇▇ to this Loan Modification Agreement in no way shall does not waive ▇▇▇▇▇▇’s right to strict performance of the obligation(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschange in terms. Nothing in this Loan Modification Agreement shall will constitute a satisfaction of the Indebtednessobligation(s). It is the intention of Bank and Borrower Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties, unless the a party is expressly released by Bank ▇▇▇▇▇▇ in writing. No makerAny maker or endorser. including accommodation makers, endorser, or guarantor will not be released by virtue of this Loan Modification Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all such subsequent loan modification agreementsactions. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveJURY WAIVER. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇▇ and ▇▇▇▇▇▇▇▇ hereby waive the right to any jury trial in any action, proceeding. or counterclaim brought by either ▇▇▇▇▇▇ or Borrower against the other. PRIOR TO SIGNING THlS AGREEMENT. ▇▇▇▇▇▇▇▇ READ AND UNDERSTOOD ALL THE PROVISIONS OF THlS AGREEMENT. ▇▇▇▇▇▇▇▇ AGREES TO THE TERMS OF THE AGREEMENT. CHANGE IN TERMS SIGNERS: SECURED INVESTMENT RESOURCES FUND, ▇.▇. ▇▇ MILLENIUM MANAGEMENT, LLC, General Partner of Secured Investment Resources Fund, ▇.▇. ▇▇ By: /s/ /S/ ▇▇▇▇ ▇▇▇▇▇▇▇▇ /S/ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇, Designated Agent of Millenium Management, LLC ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, Designated Agent of Millenium Management, LLC BANK OF THE WEST By: ▇▇▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇▇, Loan Officer of BANK OF THE WEST WE, THE UNDERSIGNED, DO HEREBY CERTIFY THAT: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment THE COMPANY’S EXISTENCE. The complete and correct name of the Company is Millenium Management, LLC (”Company”). The Company is a limited liability company which is, and at all times shell be, duly organized, validly existing, and in good standing under and by virtue of the laws of the State of California. The Company is duly authorized to Second Amended transact business in the State of Missouri and Restated Loan all other states in which the Company is doing business, having obtained all necessary filings, governmental licenses and Security Agreement (approvals for each state in which the "Amendment") Company is entered into doing business. Specifically, the Company is, and at all times shall be, duly qualified as a foreign limited liability company in all states in which the failure to so qualify would have a material adverse effect on its business or financial condition. The Company has the full power and authority to own its properties and to transact the business in which it is presently engaged or presently proposes to engage. The Company maintains an office at ▇▇▇ ▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇ Suite 200, Pasadena, CA 91101. Unless the Company has designated otherwise in writing. The principal office is the office at which the Company keeps its books and records including its records concerning the Collateral. The Company will notify Lender prior to any change in the location of March 24The Company’s state of organization or any change in The Company’s name. The Company shall do all things necessary to preserve and to keep in full force and effect its existence. rights and privileges, 2000and shall comply with all regulations, by rules, ordinances. statutes, orders and between Silicon Valley Bank ("Bank") decrees of any governmental or quasi-governmental authority or court applicable to the Company and Harmonic, Inc. (the "Borrower")The Company’s business activities.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessentering into this Modification, Bank Lender is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification AgreementModification, the terms of the Existing Loan Documents remain unchanged and in full force and effect. BankLender's agreement to modifications to modify the existing Indebtedness Loan Agreement pursuant to this Loan Modification Agreement in no way shall obligate Bank Lender to make any future modifications to the Loan Agreement or the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank Lender and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank Lender in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification AgreementModification. The terms of this paragraph apply not only to this Loan Modification AgreementModification, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANKLENDER: HARMONICFRANKLIN OPHTHALMIC SILICON VALLEY BANK INSTRUMENTS CO., INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) /S/ /S/ By: /s/ M▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇M▇▇▇ ▇▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: M▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: M▇▇▇ ▇▇▇▇▇▇▇ Title: President & CEO Title: Vice President The undersigned hereby each consent to the modifications to the Loan Agreement made pursuant to this Modification, hereby ratify all the provisions of the Guaranty and confirm that all provisions of that document are in full force and effect. GUARANTOR: /S/ ___________________________ M▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Dated: August 14, 1997 GUARANTOR: /S/ ___________________________ B▇▇▇▇ ▇▇▇▇▇▇▇ Dated: August 14, 1997 GUARANTOR: /S/ ___________________________ J▇▇▇▇ ▇▇▇▇▇ Dated: August 14, 1997 Silicon Valley Bank 3▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇▇-▇▇▇▇ August 13, 1997 Mr. B▇▇▇▇ ▇▇▇▇▇▇▇ Vice President & Chief Financial Officer Franklin Ophthalmic Instruments Co., Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ RE: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment Second Loan Modification Agreement Pursuant to your request, and with regard to that certain Second Amended and Restated Loan and Security Modification Agreement (the "Amendment") is entered into dated as of March 24August 7, 20001997 (this "Modification"), by and between Franklin Ophthalmic Instruments Co., Inc. ("Borrower") and Silicon Valley Bank ("Bank"), paragraph 2(C) and Harmonicis hereby amended to read, Inc. (the "Borrower").in its entirety, as follows:

CONTINUING VALIDITY. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessany other person who signs, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to guarantees or endorses this Loan Modification Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the Existing Loan Documents remain unchanged collateral; and in full force and effecttake any other action deemed necessary by Lender without the consent of or notice to anyone. Bank's agreement All such parties also agree that Lender may modify this loan without the consent of or notice to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless anyone other than the party with whom the modification is expressly released by Bank in writingmade. No makerPRIOR TO SIGNING THIS AGREEMENT, endorserBORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, or guarantor will be released by virtue of this Loan Modification AgreementINCLUDING THE VARIABLE INTEREST RATE PROVISIONS. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveBORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONICSCIENTIFIC SOFTWARE - INTERCOMP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves., Inc.) ByA COLORADO CORPORATION BY: /s/ ▇▇▇------------------------------ RONA▇▇ ▇. ▇▇▇▇▇▇▇ By▇, ▇▇CRETARY ================================================================================ Variable Rate. Line of Credit 6 [BANK ONE LOGO] DISBURSEMENT REQUEST AND AUTHORIZATION ------------------------------------------------------------------------------------------------------------------------ PRINCIPAL LOAN DATE MATURITY LOAN NO. CALL COLLATERAL ACCOUNT OFFICER INITIALS ------------------------------------------------------------------------------------------------------------------------ $1,500,000.00 07-15-1995 410 ------------------------------------------------------------------------------------------------------------------------ References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. ------------------------------------------------------------------------------------------------------------------------ BORROWER: /s/ SCIENTIFIC SOFTWARE - INTERCOMP, INC., LENDER: BANK ONE, COLORADO, N.A. A COLORADO CORPORATION DOWNTOWN BOULDER BANKING CENTER 1801 ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇, ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: 2696 ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇. ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ DENV▇▇, ▇▇ ▇▇▇▇▇ ======================================================================================================================== LOAN TYPE. This is a Variable Rate (1.500% over LENDER'S PRIME RATE, making an initial rate of 10.500%), Revolving Line of Credit Loan to a corporation for $1,500,000.00 due on July 15, 1995. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement [ ] PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES OR PERSONAL INVESTMENT. [X] BUSINESS (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"INCLUDING REAL ESTATE INVESTMENT).

CONTINUING VALIDITY. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessany other person who signs, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to guarantees or endorses this Loan Modification Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the Existing Loan Documents remain unchanged collateral; and in full force and effecttake any other action deemed necessary by Lender without the consent of or notice to anyone. Bank's agreement All such parties also agree that Lender may modify this loan without the consent of or notice to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless anyone other than the party with whom the modification is expressly released by Bank in writingmade. No makerPRIOR TO SIGNING THIS AGREEMENT, endorserBORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, or guarantor will be released by virtue of this Loan Modification AgreementINCLUDING THE VARIABLE INTEREST RATE PROVISIONS. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveBORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONICSCIENTIFIC SOFTWARE - INTERCOMP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves., Inc.) A COLORADO CORPORATION By: /s/ ▇▇▇------------------------------- RONA▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇CRETARY ================================================================================ Variable Rate. Line of Credit. 20 [BANK ONE LOGO] DISBURSEMENT REQUEST AND AUTHORIZATION ------------------------------------------------------------------------------------------------------------------------ PRINCIPAL LOAN DATE MATURITY LOAN NO. CALL COLLATERAL ACCOUNT OFFICER INITIALS ------------------------------------------------------------------------------------------------------------------------ $633,000.00 11-15-1995 26 7979623550 410 ------------------------------------------------------------------------------------------------------------------------ References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. ------------------------------------------------------------------------------------------------------------------------ BORROWER: SCIENTIFIC SOFTWARE - INTERCOMP, INC., A LENDER: BANK ONE, COLORADO, N.A. COLORADO CORPORATION DOWNTOWN BOULDER BANKING CENTER 1801 ▇▇▇▇▇▇▇▇▇▇ By: /s/ ▇▇. ▇▇▇ ▇▇▇ 2696 ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ ------------------------------ ---------------------------------- TitleDENV▇▇, ▇▇ ▇▇▇▇▇ ======================================================================================================================== LOAN TYPE. This is a Variable Rate (2.500% over LENDER'S PRIME RATE, making an initial rate of 11.250%), Revolving Line of Credit Loan to a Corporation for $633,000.00 due on November 15, 1995. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement [ ] PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES OR PERSONAL INVESTMENT. [X] BUSINESS (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"INCLUDING REAL ESTATE INVESTMENT).

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing IndebtednessObligations, Bank is relying upon Borrower's ’s representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's ’s agreement to modifications to the existing Indebtedness Obligations pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the IndebtednessObligations. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the IndebtednessObligations. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No Unless expressly released herein, no maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇▇▇ ------------------------------ ---------------------------------- ▇▇▇▇▇▇ Title EVP Title Vice President The undersigned hereby consent to the modifications to the Obligations pursuant to this Loan Modification Agreement. By: /s/ ▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇ Title: C.F.O. VP By: /s/ ▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇ Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT VP By: /s/ ▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇ Title: VP This Amendment to Second Amended and Restated Loan and Security Modification Agreement (the "Amendment") is entered into as of March September 24, 20002004, by and between Comverge, Inc. (the “Borrower”) and Silicon Valley Bank ("‘Bank") and Harmonic, Inc. (the "Borrower"”).

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Documents original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by Lender to this Loan Modification Agreement in no way shall does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschange in terms. Nothing in this Loan Modification Agreement shall will constitute a satisfaction of the Indebtednessobligation(s). It is the intention of Bank and Borrower Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties, unless the a party is expressly released by Bank Lender in writing. No maker, Any maker or endorser, or guarantor including accommodation makers, will not be released by virtue of this Loan Modification Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all such subsequent loan modification agreementsactions. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written abovePRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) PORTLAND BREWING COMPANY By: /s/ FREDERICK L. BOWMAN ------------------------------------------------ ▇▇▇▇▇▇▇▇K L. BOWMAN, PRESIDENT of PORTLAND BREWING COMPANY ================================================================================ DISBURSEMENT REQUEST AND AUTHORIZATION ------------- ------------ ------------ ----------- ------------- ------------ --------- ---------- Principal Loan Date Maturity Loan No Call/Coll Account Officer Initials $1,200,000.00 09-01-2003 06-30-2004 0010130085 B0N03 ------------- ------------ ------------ ----------- ------------- ------------ --------- ---------- References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "***" has been omitted due to text length limitations. --------------------------------------------------------------------------------------------------- Borrower: PORTLAND BREWING COMPANY Lender: Washington Mutual Bank 2730 NW 31ST AVE Beaverton Comme▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ 12655 SW Center ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").▇▇▇▇▇ ===================================================================================================

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Documents original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by Lender to this Loan Modification Agreement in no way shall does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschange in terms. Nothing in this Loan Modification Agreement shall will constitute a satisfaction of the Indebtednessobligation(s). It is the intention of Bank and Borrower Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties, unless the a party is expressly released by Bank Lender in writing. No maker, Any maker or endorser, or guarantor including accommodation makers, will not be released by virtue of this Loan Modification Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all such subsequent loan modification agreementsactions PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER AGREES TO THE TERMS OF THE AGREEMENT BORROWER: BANKPYRAMID BREWERIES INC. By: HARMONIC/s/ JASON REES --------------------------------- JASON REES, VICE PRESIDENT ▇▇ ▇▇▇ANCE OF PYRAMID BREWERIES INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.ILLEGIBLE DATA) By: /s/ ▇▇DISBURSEMENT REQUEST AND AUTHORIZATION PRINCIPAL LOAN DATE MATURITY LOAN NO CALL / COLL ACCOUNT OFFICER INITIALS --------- ---------- ---------- ------------ ----------- ------- ------- -------- $2,000,000.00 05-14-2004 03-31-2006 77-100239-01 MARK References in the shaded area ar▇ ▇▇▇ ▇. ▇▇▇▇▇▇'s use only and do not limi▇ By▇▇e applicability of this document to any particular loan or Item. Any item above containing "***" has been omitted due to text length limitations. BORROWER: /s/ PYRAMID BREWERIES INC. LENDER: FIRST MUTUAL BANK 91 SOUTH ROYAL BROUGHAM WAY BUSINESS BANKING SEATTLE, WA 98134 400 - 108TH AVE NE PO BOX 1647 ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (▇▇▇) ▇▇▇-▇▇▇▇ ▇▇▇▇ ▇▇▇▇. ▇▇▇▇ is a Variable Rate Nondisclosable Revolving Line ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇n to a Corporation for $2,000,000.00 due on March 31, 2006. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement The reference rate (the prime rate as published by "AmendmentThe Wall Street Journal", currently 7.000%) is entered into as added to the margin of March 242.000%, 2000resulting in an initial rate of 9.000. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: [ ] Personal, by and between Silicon Valley Bank Family, or Household Purposes or Personal investment. [X] Business ("Bank") and Harmonic, Inc. (the "Borrower"Including Real Estate Investment). SPECIFIC PURPOSE. The specific purpose of this loan is: Working Capital.

CONTINUING VALIDITY. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessany other person who signs, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to guarantees or endorses this Loan Modification Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the Existing Loan Documents remain unchanged collateral; and in full force and effecttake any other action deemed necessary by Lender without the consent of or notice to anyone. Bank's agreement All such parties also agree that Lender may modify this loan without the consent of or notice to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless anyone other than the party with whom the modification is expressly released by Bank in writingmade. No makerPRIOR TO SIGNING THIS AGREEMENT, endorserBORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, or guarantor will be released by virtue of this Loan Modification AgreementINCLUDING THE VARIABLE INTEREST RATE PROVISIONS. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveBORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONICSCIENTIFIC SOFTWARE - INTERCOMP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves., Inc.) ByA COLORADO CORPORATION BY: /s/ ▇▇▇------------------------------ RONA▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇CRETARY ================================================================================ Variable Rate. Line of Credit. 3 [BANK ONE LOGO] DISBURSEMENT REQUEST AND AUTHORIZATION ------------------------------------------------------------------------------------------------------------------------ PRINCIPAL LOAN DATE MATURITY LOAN NO. CALL COLLATERAL ACCOUNT OFFICER INITIALS ------------------------------------------------------------------------------------------------------------------------ $500,000.00 03-30-1996 26 7979623550 410 ------------------------------------------------------------------------------------------------------------------------ References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. ------------------------------------------------------------------------------------------------------------------------ BORROWER: SCIENTIFIC SOFTWARE - INTERCOMP, INC., LENDER: BANK ONE, COLORADO, N.A. A COLORADO CORPORATION DOWNTOWN BOULDER BANKING CENTER 1801 ▇▇▇▇▇▇▇▇▇▇ By: /s/ ▇▇. ▇▇▇ ▇▇▇ 2696 ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ ------------------------------ ---------------------------------- TitleDENV▇▇, ▇▇ ▇▇▇▇▇ ======================================================================================================================== LOAN TYPE. This is a Variable Rate (2.500% over LENDER'S PRIME RATE, making an initial rate of 11.250%), Revolving Line of Credit Loan to a corporation for $500,000.00 due on March 30, 1996. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: C.F.O. Title[ ] PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES OR PERSONAL INVESTMENT. [X] BUSINESS (INCLUDING REAL ESTATE INVESTMENT). SPECIFIC PURPOSE. The specific purpose of this loan is: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower")FPR WORKING CAPITAL.

CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by ▇▇▇▇▇▇ to this Agreement does not waive ▇▇▇▇▇▇'s right to strict performance of the obligation(s), as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s) It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s) including accommodation parties, unless a party is expressly released by ▇▇▇▇▇▇ in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any Initial extension, modification or release, but also to all such subsequent actions. FRAUDS DISCLOSURE. UNDER OREGON LAW, MOST AGREEMENTS, PROMISES AND COMMITMENTS MADE BY US (LENDER) CONCERNING LOANS AND OTHER CREDIT EXTENSIONS WHICH ARE NOT FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES OR SECURED SOLELY BY THE BORROWER'S RESIDENCE MUST BE IN WRITING, EXPRESS CONSIDERATION AND BE SIGNED BY US TO BE ENFORCEABLE. PRIOR TO SIGNING THIS AGREEMENT, ▇▇▇▇▇▇▇▇ READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. ▇▇▇▇▇▇▇▇ AGREES TO THE TERMS OF THE AGREEMENT. BORROWER: QBF, INC. By: /s/▇▇▇▇▇▇ ▇. ▇▇ ▇▇▇▇▇▇ ▇ ▇▇, President of QBF, INC. References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any Item above containing "***" has been omitted due to text length limitations. Borrower: QBF, ING. Lender: Sterling Savings Bank ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇ RD Peterkort Commercial Banking Center TUALATIN, OR 97062 ▇▇▇▇ ▇▇ ▇▇▇▇▇▇ Rd Ste 105 Portland, OR 97225 THIS BUSINESS LOAN AGREEMENT dated November 9, 2007. Is made and executed between QBF, INC. ("Borrower") and Sterling Savings Bank ("Lender") on the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans or other financial accommodations, Including those which may be described on any exhibit or schedule attached to this Agreement (and each guarantor and pledgor signing below) "Loan"). ▇▇▇▇▇▇▇▇ understands and agrees that that: (A) in modifying the existing Indebtednessgranting, Bank renewing, or extending any Loan, Lender is relying upon Borrower's representations, warranties, and agreements, agreements as set forth in In this Agreement: (B) the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreementgranting, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorserrenewing, or guarantor will extending of any Loan by Lender at all times shall be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only subject to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment 's sole judgment and discretion; and (C) all such Loans shall be and remain subject to Second Amended the terms and Restated Loan and Security Agreement (the "Amendment") is entered into as conditions of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower")this Agreement.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) ------------------- understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic INVENTA CORPORATION SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ [ILLEGIBLE]^^ By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By------------------- ------------------------ Name: /s/ ▇▇[ILLEGIBLE]^^ Name: ▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- ------------------- ------------------------ Title: C.F.O. Controller Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED Vice President ------------------ ----------------------- LOAN AND SECURITY MODIFICATION AGREEMENT This Amendment to Second Amended and Restated Loan and Security Modification Agreement (the "Amendment") is entered into as of March 24June 22, 20001999, by and between Inventa Corporation ("Borrower") and Silicon Valley Bank a California-chartered bank ("Bank") and Harmonic, Inc. (the "Borrower").

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No Unless expressly released herein, no maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, Agreement but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANKSILICON: HARMONIC, INC. (f/k/a Harmonic DIGIRAD CORPORATION SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇. ▇▇ ▇▇▇▇▇ -------------------------------- ------------------------------------ ---------------------------- --------------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇ ▇▇▇▇▇ ------------------------------ ---------------------------------- ---------------------------- --------------------------------- Title: C.F.O. CFO Title: SVP ----------------------------- Senior Vice President ---------------------------- --------------------------------- 44 SILICON VALLEY BANK AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") BORROWER: DIGIRAD CORPORATION DATED: DATE: JULY 31, 2001 THIS AMENDMENT TO LOAN DOCUMENTS is entered into as of March 24, 2000, by and between Silicon Valley Bank SILICON VALLEY BANK ("BankSilicon") and Harmonic, Inc. the borrower named above (the "Borrower")., with reference to the various loan and security agreements and other documents, instruments and agreements between them, including but not limited to that certain Loan and Security Agreement dated April 1, 2000 (as amended, if at all, the "Existing Loan Agreement"; the Existing Loan Agreement and all related documents, instruments and agreements may be referred to collectively herein as the "Existing Loan Documents"). The Parties agree to amend the Existing Loan Documents, as follows:

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. effect Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONICALTEON NETWORKS, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇ By: /s/ ▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- ------------------------------ Name: ▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇ ---------------------------- --------------------------- Title: C.F.O. Corporate Controller Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").Asst. Vice President --------------------------- ---------------------------

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing ------------------- below) understands and agrees that in modifying the existing Indebtedness, Bank Lender is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. BankLender's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank Lender to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank Lender and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank Lender in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANKLENDER: HARMONIC, INC. (f/k/a Harmonic QUICKLOGIC CORPORATION SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ By: /s/ __________________________ ____________________________ Name: Name ________________________ ____________________________ Title: Title: _______________________ __________________________ LOAN MODIFICATION AGREEMENT This Loan Modification Agreement is entered into as of November 13, 1996, by and between QuickLogic Corporation ("Borrower") whose address is ▇▇▇▇ ▇▇▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ By: /s/ , ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇, and Silicon Valley Bank ("Bank" and sometimes referred to as "Lender") whose address is ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24▇▇▇▇▇, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower")▇▇ ▇▇▇▇▇.

CONTINUING VALIDITY. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessany other person who signs, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to guarantees or endorses this Loan Modification Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the Existing Loan Documents remain unchanged collateral; and in full force and effecttake any other action deemed necessary by Lender without the consent of or notice to anyone. Bank's agreement All such parties also agree that Lender may modify this loan without the consent of or notice to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless anyone other than the party with whom the modification is expressly released by Bank in writingmade. No makerPRIOR TO SIGNING THIS AGREEMENT, endorserBORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, or guarantor will be released by virtue of this Loan Modification AgreementINCLUDING THE VARIABLE INTEREST RATE PROVISIONS. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveBORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONICSCIENTIFIC SOFTWARE - INTERCOMP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves., Inc.) A COLORADO CORPORATION By: /s/ ▇▇▇COPY ------------------------------ RONA▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇CRETARY ================================================================================ Variable Rate. Line of Credit. 6 [BANK ONE LOGO] DISBURSEMENT REQUEST AND AUTHORIZATION ------------------------------------------------------------------------------------------------------------------------ PRINCIPAL LOAN DATE MATURITY LOAN NO. CALL COLLATERAL ACCOUNT OFFICER INITIALS ------------------------------------------------------------------------------------------------------------------------ $633,000.00 10-15-1995 26 7979623550 410 ------------------------------------------------------------------------------------------------------------------------ References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. ------------------------------------------------------------------------------------------------------------------------ BORROWER: SCIENTIFIC SOFTWARE - INTERCOMP, INC., A LENDER: BANK ONE, COLORADO, N.A. COLORADO CORPORATION DOWNTOWN BOULDER BANKING CENTER 1801 ▇▇▇▇▇▇▇▇▇▇ By: /s/ ▇▇. ▇▇▇ ▇▇▇ 2696 ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ ------------------------------ ---------------------------------- TitleDENV▇▇, ▇▇ ▇▇▇▇▇ ======================================================================================================================== LOAN TYPE. This is a Variable Rate (2.500% over LENDER'S PRIME RATE, making an initial rate of 11.250%), Revolving Line of Credit Loan to a Corporation for $633,000.00 due on October 15, 1995. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement [ ] PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES OR PERSONAL INVESTMENT. [X] BUSINESS (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"INCLUDING REAL ESTATE INVESTMENT).

CONTINUING VALIDITY. Borrower (Any and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified all acts authorized pursuant to this Loan Modification AgreementResolution and performed prior to the passage of this Resolution are hereby ratified and approved. This Resolution shall be continuing, the terms of the Existing Loan Documents shall remain unchanged and in full force and effecteffect and Lender may rely on it until written notice of its revocation shall have been delivered to and received by Lender at Lender's address shown above (or such addresses as Lender may designate from time to time). Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way Any such notice shall obligate Bank to make not affect any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the IndebtednessCorporation's agreements or commitments in effect at the time notice is given. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan DocumentsIN TESTIMONY WHEREOF, unless the party is expressly released by Bank in writingWE HAVE HEREUNTO SET OUR HAND AND ATTEST THAT THE SIGNATURES SET OPPOSITE THE NAMES LISTED ABOVE ARE THEIR GENUINE SIGNATURES. No makerWE EACH HAVE READ ALL THE PROVISIONS OF THIS RESOLUTION, endorserAND WE EACH PERSONALLY AND ON BEHALF OF THE CORPORATION CERTIFY THAT ALL STATEMENTS AND REPRESENTATIONS MADE IN THIS RESOLUTION ARE TRUE AND CORRECT. THIS CORPORATE RESOLUTION TO BORROW / GRANT COLLATERAL IS DATED JULY 2, or guarantor will be released by virtue of this Loan Modification Agreement2003. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWERCORPORATE RESOLUTION TO BORROW / GRANT COLLATERAL (Continued) Page 2 ================================================================================ CERTIFIED TO AND ATTESTED BY: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ Mark E. Vaughan ---------------------------------------------------- Mark E. Vaughan, President of Vaughan Foods, Inc. ▇▇: /▇▇▇ ▇. ▇/ ▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as G. Vaughan ---------------------------------------------------- Andrea G. Vaughan, Secretary of March 24Vaughan Foods, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").Inc.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONICCARDIAC SCIENCE, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ -------------------------------- ------------------------------------ --------------------------- ----------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ------------------------------ ---------------------------------- ------------------------- ---------------------------- Title: C.F.O. CFO Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED VP ----------------------- --------------------------- INNOVATIVE PHYSICIAN SERVICES, INC. By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ ------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇ ------------------------- Title: CFO ------------------------ COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK Credit Department ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: CARDIAC SCIENCE, INC. INNOVATIVE PHYSICIAN SERVICES, INC. The undersigned authorized Officer of CARDIAC SCIENCE, INC. AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement INNOVATIVE PHYSICIAN SERVICES, INC. (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"), hereby certifies that in accordance with the terms and conditions of the LOAN AND SECURITY AGREEMENT, as modified from time to time, the Borrower is in complete compliance for the period ending of all required conditions and terms except as noted below. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistent from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMN.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Documents original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by Lender to this Loan Modification Agreement in no way shall d▇▇▇ ▇▇t waive Lender's right to strict p▇▇▇▇▇▇ance of the obligation(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschange in terms. Nothing in this Loan Modification Agreement shall will constitute a satisfaction of the Indebtednessobligation(s). It is the intention of Bank and Borrower Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties, unless the a party is expressly released by Bank Lender in writing. No maker, Any mak▇▇ ▇▇ endorser, or guarantor including accommodation makers, will not be released by virtue of this Loan Modification Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all such subsequent loan modification agreementsactions. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written abovePRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTO▇▇ ▇▇▇ ▇HE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TER▇▇ ▇▇ ▇▇E AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT BORROWER: BANK: HARMONIC, FOTOBALL U.S.A. INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ DAVID G. FORSTER ------------------------------------ DAVID G. FORSTER, Vice Pre▇▇▇▇▇▇/▇▇▇ DISBURSEMENT REQUEST AND AUTHORIZATION Borrower: Fotoball USA, Inc. Lender: Scripps Bank 3738 Ruffin Road ▇. ▇▇▇▇▇▇▇▇ By: /s/ Lending San Diego, CA 92123 9005 Complex Drive ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇. ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment iable date (0.750% over Wall Street Journal Prime Rate as published In the Money Rates section. When a range of rate Is shown, the higher rate will be used., making an initial rate of 8.500%), Revolving Line of Credit Loan to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24a Corporation for $3,000,000.00 due on April 15, 2000. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: --- Personal, by and between Silicon Valley Bank Family, or Household Purposes or Personal Investment. X Business ("Bank") and Harmonic, Inc. (the "Borrower"Including Real Estate Investment). --- SPECIFIC PURPOSE. The specific purpose of this loan is: INCREASE LINE OF CREDIT AND EXTEND MATURIITY DATE.

CONTINUING VALIDITY. Each Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank Lender is relying upon Borrower's Borrowers’ representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's Lender’s agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank Lender to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank Lender and Borrower Borrowers to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank Lender in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONICMANUGISTICS GROUP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ R▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: R▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Executive Vice President and Chief Financial Officer MANUGISTICS, INC. By: /s/ R▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: R▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended Executive Vice President and Restated Chief Financial Officer SILICON VALLEY BANK By: /s/ M▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: M▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Vice President TO: SILICON VALLEY BANK 3▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: MANUGISTICS GROUP, INC. The undersigned authorized officer of Manugistics Group, Inc. (“Company”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrowers and Bank (the "Amendment"“Agreement”), (i) Borrowers are in complete compliance for the period ending with all required covenants except as noted below and (ii) all representations and warranties in the Agreement are true and correct in all material respects on this date. Attached are the required documents supporting the certification. The Officer certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrowers are not in compliance with any of the terms of the Agreement, and that compliance is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (determined not just at the "Borrower")date this certificate is delivered.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Documents original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by Lender to this Loan Modification Agreement in no way shall does not waive Lender’s right to strict performance of the obligation(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschanges in terms. Nothing in this Loan Modification Agreement shall agreement will constitute a satisfaction of the Indebtednessobligation(s). It is the intention of Bank and Borrower the Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties, unless the party is expressly released by Bank Lender in writing. No maker, Any maker or endorser, or guarantor including accommodation makers, will not be released by virtue of this Loan Modification Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all subsequent loan modification agreementsactions. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written abovePRIOR TO SIGNING THIS AGREEMENT, EACH BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. EACH BORROWER AGREES TO THE TERMS OF THE AGREEMENT BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) M-TRON INDUSTRIES By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name▇, CFO 06/26/09 Authorized Signer for M-Tron Industries PIEZO TECHNOLOGY By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇, CFO 06/26/09 Authorized Signer for Piezo Technology, Inc LENDER: FIRST NATIONAL BANK OF OMAHA x /s/ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED Mahoney____________ ▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇, Second Vice President First National Bank DISBURSEMENT REQUEST AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment AUTHORIZATION Principal $5,500,000.00 Loan Date 06-30-2009 Maturity 07-31-2009 Loan No. ▇▇▇▇▇▇▇ Call/Coll Account Officer *** Initials References in the boxes above are for Lender’s use only and do not limit the applicability of this document to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "any particular loan or item. Any item above containing “***” has been omitted due to text length limitations. Borrower").:

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor Pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness Obligations pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the IndebtednessObligations. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the IndebtednessObligations. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No Unless expressly released herein, no maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONICKANBAY INTERNATIONAL, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) KANBAY AUSTRALIA PTY. LTD. By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ -------------------------------- ------------------------------------ ------------------------------- Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ------------------------------ ---------------------------------- ----------------------------- Title: VP & CFO Title: VP & CFO/Director --------------------------------- --------------------------- KANBAY INCORPORATED MAGATEC PTY. LTD By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ------------------------------------ ------------------------------- Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ---------------------------------- ----------------------------- Title: VP & CFO/Director Title: VP & CFO/Director --------------------------------- --------------------------- KANBAY EUROPE LTD. KANBAY HK LTD. By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ------------------------------------ ------------------------------- Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ---------------------------------- ----------------------------- Title: VP & CFO/Director Title: VP & CFO/Director --------------------------------- --------------------------- BANK: SILICON VALLEY BANK By: /s/ Authorized Party ------------------------------------ Name: Authorized Party ---------------------------------- Title: C.F.O. TitleAuthorized Party --------------------------------- [LOGO] SILICON VALLEY BANK PRO FORMA INVOICE FOR LOAN CHARGES BORROWER: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24KANBAY INTERNATIONAL, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower")INC. KANBAY INCORPORATED KANBAY EUROPE LTD. KANBAY AUSTRALIA PTY. LTD. KANBAY HK LTD. MEGATEC PTY. LTD.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's ’s representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's ’s agreement to modifications to the existing Indebtedness Obligations pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the IndebtednessObligations. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the IndebtednessObligations. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No Unless expressly released herein, no maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇▇ Name: ▇▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇ Title: CFO Title: Relationship Manager BORROWER: INFINERA CORPORATION LOAN OFFICER: ▇▇▇▇▇▇ ▇▇ DATE: February 2, 2005 Documentation Fee $250.00 Please indicate the method of payment: { } A check for the total amount is attached. { x } Debit DDA for the total amount. { } Loan proceeds /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ 5-9-05 Borrower (Date) /s/ ▇▇▇▇▇▇ ▇▇ 5/11/05 Silicon Valley Bank (Date) Account Officer’s Signature This Second Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of June 21, 2005, by and between SILICON VALLEY BANK, a California-chartered bank, with its principal place of business at ▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("“Bank"”) and HarmonicINFINERA CORPORATION, Inc. a Delaware corporation with its chief executive office located at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (the "“Borrower"”).

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor ------------------- signing below) understands and agrees that in modifying the existing Indebtedness, Bank Lender is relying upon Borrower's Borrowers representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's effect Lenders agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank Lender to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank Lender and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank Lender in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. Agreement The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANKLENDER: HARMONIC, INC. (f/k/a Harmonic QUICKLOGIC CORPORATION SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ By: /s/ ____________________________ ____________________________ Name: Name: __________________________ __________________________ Title: Title: _________________________ _________________________ 2 LOAN MODIFICATION AGREEMENT This Loan Modification Agreement is entered into as of June 24, 1996, by and between QuickLogic Corporation ("Borrower') whose address is ▇▇▇▇ ▇▇▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇▇ By: /s/ , ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇, and Silicon Valley Bank ("Lender") whose address is ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24▇▇▇▇▇, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower")▇▇ ▇▇▇▇▇.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness Obligations pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the IndebtednessObligations. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the IndebtednessObligations. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No Unless expressly released herein, no maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, iPASS INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ Donald McCauley By: /s/ Heather Ha▇▇▇▇▇▇ ---------------------------------------- ---------------------------------------- Name: Donald C. McCauley Name: Heather Ha▇▇▇▇▇▇ -------------------------------------- -------------------------------------- Title: VP AND Chief Financial Officer Title: SVP ------------------------------------- ------------------------------------- [SILICON VALLEY BANK LOGO] SILICON VALLEY BANK PRO FORMA INVOICE FOR LOAN CHARGES BORROWER: iPASS INC. LOAN OFFICER: HEATHER HAMILTON DATE: AUGUST 22, 2002 ▇▇▇▇▇▇▇▇▇▇▇▇▇ By▇EE $250.00 TOTAL FEE DUE $250.00 PLEASE INDICATE THE METHOD OF PAYMENT: /s/ { } A CHECK FOR THE TOTAL AMOUNT IS ATTACHED. { } DEBIT DDA # __________________ FOR THE TOTAL AMOUNT. {X} LOAN PROCEEDS /S/ FRANK VERDECANNA 8/26/02 --------------------------------- BORROW▇▇ (DATE) /S/ HEATHER HAMILTON 8/26/02 --------------------------------- SILICO▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED (DATE) ACCOUNT OFFICER'S SIGNATURE LOAN AND SECURITY MODIFICATION AGREEMENT This Amendment to Second Amended and Restated Loan and Security Modification Agreement (the "Amendment") is entered into as of March 24January 17 , 20002003, by and between iPASS Inc. (the "Borrower") and Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").

CONTINUING VALIDITY. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessany other person who signs, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to guarantees or endorses this Loan Modification Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the Existing Loan Documents remain unchanged collateral; and in full force and effecttake any other action deemed necessary by Lender without the consent of or notice to anyone. Bank's agreement All such parties also agree that Lender may modify this loan without the consent of or notice to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless anyone other than the party with whom the modification is expressly released by Bank in writingmade. No makerPRIOR TO SIGNING THIS AGREEMENT, endorserBORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, or guarantor will be released by virtue of this Loan Modification AgreementINCLUDING THE VARIABLE INTEREST RATE PROVISIONS. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveBORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONICSCIENTIFIC SOFTWARE - INTERCOMP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves., Inc.) ByA COLORADO CORPORATION BY: /s/ ▇▇▇------------------------------ RONA▇▇ ▇. ▇▇▇▇▇▇▇ By▇, ▇▇CRETARY ================================================================================ Variable Rate. Line of Credit 3 [BANK ONE LOGO] DISBURSEMENT REQUEST AND AUTHORIZATION ------------------------------------------------------------------------------------------------------------------------ PRINCIPAL LOAN DATE MATURITY LOAN NO. CALL COLLATERAL ACCOUNT OFFICER INITIALS ------------------------------------------------------------------------------------------------------------------------ $5,000,000.00 07-15-1995 410 ------------------------------------------------------------------------------------------------------------------------ References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. ------------------------------------------------------------------------------------------------------------------------ BORROWER: /s/ SCIENTIFIC SOFTWARE - INTERCOMP, INC., LENDER: BANK ONE, COLORADO, N.A. A COLORADO CORPORATION DOWNTOWN BOULDER BANKING CENTER 1801 ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇, ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: 2696 ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇. ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ DENV▇▇, ▇▇ ▇▇▇▇▇ ======================================================================================================================== LOAN TYPE. This is a Variable Rate (at LENDER'S PRIME RATE, making an initial rate of 9.000%), Revolving Line of Credit Loan to a Corporation for $5,000,000.00 due on July 15, 1995. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement [ ] PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES OR PERSONAL INVESTMENT. [X] BUSINESS (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"INCLUDING REAL ESTATE INVESTMENT).

CONTINUING VALIDITY. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessany other person who signs, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to guarantees or endorses this Loan Modification Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the Existing Loan Documents remain unchanged collateral; and in full force and effecttake any other action deemed necessary by Lender without the consent of or notice to anyone. Bank's agreement All such parties also agree that Lender may modify this loan without the consent of or notice to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless anyone other than the party with whom the modification is expressly released by Bank in writingmade. No makerPRIOR TO SIGNING THIS AGREEMENT, endorserBORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, or guarantor will be released by virtue of this Loan Modification AgreementINCLUDING THE VARIABLE INTEREST RATE PROVISIONS. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveBORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONICSCIENTIFIC SOFTWARE - INTERCOMP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves., Inc.) ByA COLORADO CORPORATION BY: /s/ ▇▇▇------------------------------ RONA▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇, ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇CRETARY ================================================================================ Variable Rate. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED Line of Credit. 14 EXHIBIT "B" ANNEX A LOAN AND SECURITY AUTHORIZATION AGREEMENT This Amendment to Second Amended THIS LOAN AUTHORIZATION AGREEMENT (this "Agreement") is made and Restated Loan entered into by and Security Agreement between the institution identified as the Lender on the signature page hereof (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("BankLender") and Harmonic, Inc. the Export-Import Bank of the United States (the "BorrowerEximbank"). This Agreement sets forth the specific terms and conditions of the Loan known as Guaranteed Loan No. AP068039XA which is guaranteed by Eximbank pursuant to the Master Guarantee Agreement no. CO-MGA-001 dated SEPTEMBER 21, 1995 between Eximbank and the Lender. The capitalized terms used herein shall have the meanings set forth in the Master Guarantee Agreement.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the ------------------- existing IndebtednessObligations, Bank Lender is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. BankLender's agreement to modifications to the existing Indebtedness Obligations pursuant to this Loan Modification Agreement in no way shall obligate Bank Lender to make any future modifications to the IndebtednessObligations. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the IndebtednessObligations. It is the intention of Bank Lender and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank Lender in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED [SIGNATURES BEGIN ON NEXT PAGE PAGE] This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANKLENDER: HARMONIC, INC. (f/k/a Harmonic LIFECELL CORPORATION SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. V.P. Finance Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED Vice President EXHIBIT C BORROWING BASE CERTIFICATE -------------------------------------------------------------------------------- Borrower: LifeCell Corporation Bank: Silicon Valley Bank One Millennium Way ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Commitment Amount: $4,000,000 -------------------------------------------------------------------------------- ACCOUNTS RECEIVABLE 1. Accounts Receivable Book Value as of____ $_________ 2. Additions (please explain on reverse) $_________ 3. TOTAL ACCOUNTS RECEIVABLE $_________ ACCOUNTS RECEIVABLE DEDUCTIONS (without duplication) 4. Amounts over 90 days due $_________ 5. Balance of 50% over 90 day accounts $_________ 6. Credit balances over 90 days $_________ 7. Concentration Limits (25%) $_________ 8. Foreign Accounts $_________ 9. Governmental Accounts $_________ 10. Contra Accounts $_________ 11. Promotion or Demo Accounts $_________ 12. Intercompany/Employee Accounts $_________ 13. Other (please explain on reverse) $_________ 14. TOTAL ACCOUNTS RECEIVABLE DEDUCTIONS $_________ 15. Eligible Accounts (#3 minus #14) $_________ 16. LOAN AND SECURITY AGREEMENT This Amendment to Second Amended VALUE OF ACCOUNTS (80% of #15) $_________ BALANCES 17. Maximum Loan Amount $4,000,000 18. Total Funds Available [Lesser of #17 or #16] $_________ 19. Present balance owing on Line of Credit $_________ 20. RESERVE POSITION (#18 minus #19) $_________ The undersigned represents and Restated warrants that this is true, complete and correct, and that the information in this Borrowing Base Certificate complies with the representations and warranties in the Loan and Security Agreement between the undersigned and Silicon Valley Bank. COMMENTS: ---------------------------------- COMMENTS: | BANK USE ONLY | | | |Rec'd by: | | ---------------------- | | Auth. Signer | | | By: |Date: | -------------------- | -------------------------- | Authorized Signature | | |Verified: | | ---------------------- | | Auth. ▇▇▇▇▇▇ | | | |Date: | | -------------------------- | | | ---------------------------------- EXHIBIT D COMPLIANCE CERTIFICATE TO: SILICON VALLEY BANK ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: LifeCell Corporation ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ The undersigned authorized officer of LifeCell Corporation ("Borrower") certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "BorrowerAgreement")., (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties in the Agreement are true and correct in all material respects on this date. Attached are the required documents supporting the certification. The Officer certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMN. REPORTING COVENANT REQUIRED COMPLIES ---------------------------------- -------- ---------- Monthly financial statements + CC Monthly within 30 days Yes No Annual (Audited) FYE within 120 days Yes No A/R Agings When borrowing, monthly within ------ 30 days Yes No A/R Audit Initial and Annual Yes No Borrowing Base Certificate When borrowing, monthly within 30 days Yes No FINANCIAL COVENANT REQUIRED ACTUAL COMPLIES ------------------------------ ---------- ----------- ---------- Maintain on a Monthly Basis: Minimum Quick Ratio 1.25:1.00 _____:1.00 Yes No

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No Unless expressly released herein, no maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic BANK CORILLIAN CORPORATION SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇--------------------------------- ------------------------------------ Name: Name: ------------------------------- ---------------------------------- Title: Title: ------------------------------ --------------------------------- [LOGO] SILICON VALLEY BANK PRO FORMA INVOICE FOR LOAN CHARGES BORROWER: CORILLIAN CORPORATION LOAN OFFICER: ▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ NameDATE: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into as of March 24DECEMBER 26, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").2000 DOCUMENTATION FEE 250.00 TOTAL FEE DUE $250.00 ======= PLEASE INDICATE THE METHOD OF PAYMENT:

CONTINUING VALIDITY. Borrower (Any and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified all acts authorized pursuant to this Loan Modification AgreementResolution and performed prior to the passage of this Resolution are hereby ratified and approved. This Resolution shall be continuing, the terms of the Existing Loan Documents shall remain unchanged and in full force and effectaffect and Lender may rely on it until written notice of its revocation shall have been delivered to and received by Lender at Lender's address shown above (or such addresses as Lender may designate from time to time). BankAny such notice shall not affect any of the Corporation's agreement to modifications to agreements or commitments in effect at the existing Indebtedness pursuant to time notice is given. IN TESTIMONY WHEREOF, I have hereunto set my hand. I have read all the provisions of this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to Resolution, and I personally and on behalf of the Indebtedness. Nothing Corporation certify that all statements and representations made in this Loan Modification Agreement shall constitute a satisfaction of the IndebtednessResolution are true and correct. It This Corporate Resolution is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documentsdated October 16, unless the party is expressly released by Bank in writing1998. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWERCERTIFIED TO AND ATTESTED BY: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ By John ▇. ▇▇▇▇▇▇▇ ------------------------------- John ▇. ▇▇▇▇▇▇▇, ▇▇cretary By: /s/ ------------------------------- Authorized Signer NOTE: If the officers signing this Resolution are designated by the foregoing document as one of the officers authorized to act on the Corporation's behalf, it is advisable to have this Resolution signed by at least one non-authorized officer of the Corporation. 63 DISBURSEMENT REQUEST AND AUTHORIZATION PRINCIPAL LOAN DATE MATURITY LOAN NO CALL COLLATERAL ACCOUNT OFFICER INITIALS $640,895.40 02-07-2000 10-01-2001 0002 04A0 210 894071 282475 References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "***" has been omitted due to text length limitations. BORROWER: LARGE SCALE BIOLOGY CORPORATION FORMERLY KNOWN AS LENDER: BANK OF THE WEST BIOSOURCE TECHNOLOGIES, INC. NORTH VALLEY BUSINESS BANKING 3333 ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇, SUITE #1000 1651 ▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED ▇▇▇▇▇-▇▇▇▇ SACR▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (800) ▇▇▇-▇▇▇▇ LOAN AND SECURITY AGREEMENT TYPE. This Amendment is a Variable Rate Nondisclosable Loan to Second Amended and Restated Loan and Security Agreement a Corporation for $640,895.40 due on October 1, 2001. The reference rate (Bank of the "Amendment"West Prime Rate, currently 8.750%) resulting in an initial rate of 8.750. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is entered into as of March 24for (please initial): [ ] Personal, 2000Family, by and between Silicon Valley Bank or Household Purposes or Personal Investment. [X] Business ("Bank") and Harmonic, Inc. (the "Borrower"Including Real Estate Investment).

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Documents original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by L▇▇▇▇▇ to this Loan Modification Agreement in no way shall does not waive L▇▇▇▇▇'s right to strict performance of the obligation(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschange in terms. Nothing in this Loan Modification Agreement shall will constitute a satisfaction of the Indebtednessobligation(s). It is the intention of Bank and Borrower Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties, unless the a party is expressly released by Bank L▇▇▇▇▇ in writing. No maker, Any maker or endorser, or guarantor including accommodation makers, will not be released by virtue of this Loan Modification Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all such subsequent loan modification agreementsactions. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification SOFR INTEREST RATE OPTION. An exhibit, titled "SOFR INTEREST RATE OPTION," is attached to this Agreement and by this reference is executed made a part of this Agreement just as if all the provisions, terms and conditions of the date first written aboveExhibit had been fully set forth in this Agreement. BORROWER: BANK: HARMONIC, FGI INDUSTRIES INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ J▇▇▇ ▇. ▇▇▇▇ J▇▇▇ ▇. ▇▇▇▇, President of FGI Industries Inc. Borrower: FGI Industries Inc. Lender: E▇▇▇ By: /s/ ▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ Loan Servicing Department E▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ 9▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ This Amendment SOFR INTEREST RATE OPTION is attached to Second Amended and Restated Loan by this reference is made a part of the Change In Terms Agreement, dated October 31, 2022, and Security Agreement (the "Amendment") is entered into as of March 24, 2000, by executed in connection with a loan or other financial accommodations between EAST WEST BANK and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").FGI Industries Inc.

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing IndebtednessObligations, Bank is relying upon Borrower's ’s representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's ’s agreement to modifications to the existing Indebtedness Obligations pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the IndebtednessObligations. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the IndebtednessObligations. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No Unless expressly released herein, no maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇R▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇T▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇R▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇T▇▇ ▇▇▇▇▇ Title: Chief Financial Officer Title: Senior Relationship Manager BORROWER: SYNAPTICS INCORPORATED LOAN OFFICER: T▇▇ ------------------------------ ---------------------------------- Title▇▇▇▇▇ DATE: C.F.O. TitleJune 5, 2002 Documentation Fee $250.00 (Waived) TOTAL FEE DUE $0.00 Please indicate the method of payment: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT { } A check for the total amount is attached. { } Debit DDA # for the total amount. { } Loan proceeds SYNAPTICS INCORPORATED /s/T▇▇ ▇▇▇▇▇ Silicon Valley Bank (Date) Account Officer’s Signature This Amendment to Second Amended and Restated Loan and Security Modification Agreement (the "Amendment") is entered into as of March 24October 17, 20002002, by and between Synaptics Incorporated (the “Borrower”) and Silicon Valley Bank ("‘“Bank") and Harmonic, Inc. (the "Borrower"”).

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing ------------------- below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's Borrowers representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONICINTERWOVEN, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ ------------------------- ---------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- ----------------------- -------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED ---------------------- ------------------------- LOAN AND SECURITY MODIFICATION AGREEMENT This Amendment to Second Amended and Restated Loan and Security Modification Agreement (the "Amendment") is entered into as of March 24October 26, 20001998, by and between Interwoven, Inc. ("Borrower") and Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower").

CONTINUING VALIDITY. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to changed by this Loan Modification Agreement, the terms of the Existing Loan Documents original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Indebtedness pursuant Consent by ▇▇▇▇▇▇ to this Loan Modification Agreement in no way shall does not waive ▇▇▇▇▇▇’s right to strict performance of the obligation(s) as changed, nor obligate Bank Lender to make any future modifications to the Indebtednesschanges in terms. Nothing in this Loan Modification Agreement shall agreement will constitute a satisfaction of the Indebtednessobligation(s). It is the intention of Bank and Borrower the Lender to retain as liable parties all makers and endorsers of Existing Loan Documentsthe original obligation(s), including accommodation parties, unless the party is expressly released by Bank ▇▇▇▇▇▇ in writing. No maker, Any maker or endorser, or guarantor including accommodation makers, will not be released by virtue of this Loan Modification Agreement. The terms If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this paragraph apply Agreement or otherwise will not be released by it. This waiver applies not only to this Loan Modification Agreementany initial extension, modification or release, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveactions. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) M-TRON INDUSTRIES By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇, CFO 06/26/09 Authorized Signer for M-Tron Industries PIEZO TECHNOLOGY By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇, CFO 06/26/09 Authorized Signer for Piezo Technology, Inc LENDER: FIRST NATIONAL BANK OF OMAHA x /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇____________ ▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇, Second Vice President Principal $5,500,000.00 Loan Date 06-30-2009 Maturity 07-31-2009 Loan No. ▇▇▇▇▇▇▇ ByCall/Coll Account Officer *** Initials Borrower: /s/ M-Tron Industries Lender: First National Bank of Omaha Piezo Technology Inc 114th & Dodge ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name11404 W Dodge Rd Yankton, SD 57078 Omaha, NE 68154 LOAN TYPE. This is a Variable Rate Nondisclosable Revolving Line of Credit Loan to two Corporations for $5,500,000.00 due on July 31, 2009. This is a secured renewal loan. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: ▇▇▇▇▇ ▇¨ Personal, Family, or Household Purposes or Personal Investment. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement x Business (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"Including Real Estate Investment).

CONTINUING VALIDITY. Borrower (Any and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtedness, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified all acts authorized pursuant to this Loan Modification AgreementResolution and performed prior to the passage of this Resolution are hereby ratified and approved. This Resolution shall be continuing, the terms of the Existing Loan Documents shall remain unchanged and in full force and effect. Bank's agreement effect and Lender may rely on it until written notice of its revocation shall have been delivered to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank Lender and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless the party is expressly released receipt acknowledged by Bank in writing. No maker, endorser, or guarantor will be released by virtue of this Loan Modification Agreement. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written above. BORROWER: BANK: HARMONIC, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves, Inc.) By: /s/ L▇▇▇▇▇ ▇. in writing at L▇▇▇▇▇▇▇ By's address shown above (or such addresses as Lender may designate from time to time). Any such notice shall not affect any of the Corporation's agreements or commitments in effect at the time notice is given. IN TESTIMONY WHEREOF, I HAVE HEREUNTO SET MY HAND AND ATTEST THAT THE SIGNATURE SET OPPOSITE THE NAME LISTED ABOVE IS HIS OR HER GENUINE SIGNATURE. I HAVE READ ALL THE PROVISIONS OF THIS RESOLUTION, AND I PERSONALLY AND ON BEHALF OF THE CORPORATION CERTIFY THAT ALL STATEMENTS AND REPRESENTATIONS MADE IN THIS RESOLUTION ARE TRUE AND CORRECT. THIS CORPORATE RESOLUTION TO BORROW / GRANT COLLATERAL IS DATED AUGUST 24, 2006. THIS RESOLUTION IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS RESOLUTION IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. CERTIFIED TO AND ATTESTED BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ -------------------------------- ------------------------------------ NameIllegible (Seal) ---------------------------------- SECRETARY OF FIRSTONE COMMUNICATIONS, INC. NOTE: ▇▇▇▇▇ ▇If the officer signing this Resolution is designated by the foregoing document as one of the officers authorized to act on the Corporation's behalf, it is advisable to have this Resolution signed by at least one non-authorized officer of the Corporation. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ ------------------------------ ---------------------------------- Title: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY REIMBURSEMENT AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement (the "Amendment") is entered into AMENDED AND RESTATED REIMBURSEMENT AGREEMENT dated as of March 24____, 20002006, is made by and between Silicon Valley Bank ("Bank") and HarmonicFIRESTONE COMMUNICATIONS, Inc. INC., a Delaware corporation (the "Borrower")., and 12K, LLC, a Florida limited liability company and its successors and assigns (the "LOC Provider")

CONTINUING VALIDITY. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower (and each guarantor and pledgor signing below) understands and agrees that in modifying the existing Indebtednessany other person who signs, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to guarantees or endorses this Loan Modification Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the Existing Loan Documents remain unchanged collateral; and in full force and effecttake any other action deemed necessary by Lender without the consent of or notice to anyone. Bank's agreement All such parties also agree that Lender may modify this loan without the consent of or notice to modifications to the existing Indebtedness pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Indebtedness. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Indebtedness. It is the intention of Bank and Borrower to retain as liable parties all makers and endorsers of Existing Loan Documents, unless anyone other than the party with whom the modification is expressly released by Bank in writingmade. No makerPRIOR TO SIGNING THIS AGREEMENT, endorserBORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, or guarantor will be released by virtue of this Loan Modification AgreementINCLUDING THE VARIABLE INTEREST RATE PROVISIONS. The terms of this paragraph apply not only to this Loan Modification Agreement, but also to all subsequent loan modification agreements. SIGNATURE BLOCK CONTINUED ON NEXT PAGE This Loan Modification Agreement is executed as of the date first written aboveBORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. BORROWER: BANK: HARMONICSCIENTIFIC SOFTWARE - INTERCOMP, INC. (f/k/a Harmonic SILICON VALLEY BANK Lightwaves., Inc.) ByA COLORADO CORPORATION BY: /s/ ▇▇▇RONA▇▇ ▇. ▇▇▇▇▇▇▇ By---------------------------- RONA▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇CRETARY ================================================================================ Variable Rate. Line of Credit. 3 [BANK ONE LOGO] DISBURSEMENT REQUEST AND AUTHORIZATION ------------------------------------------------------------------------------------------------------------------------ PRINCIPAL LOAN DATE MATURITY LOAN NO. CALL COLLATERAL ACCOUNT OFFICER INITIALS ------------------------------------------------------------------------------------------------------------------------ $4,500,000.00 09-30-1995 42 7979623550 410 ------------------------------------------------------------------------------------------------------------------------ References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. ------------------------------------------------------------------------------------------------------------------------ BORROWER: /s/ SCIENTIFIC SOFTWARE - INTERCOMP, INC., A LENDER: BANK ONE, COLORADO, N.A. COLORADO CORPORATION DOWNTOWN BOULDER BANKING CENTER 1801 ▇▇▇▇▇▇▇▇▇▇ ▇▇., ▇▇▇ ▇▇▇ 2696 ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ -------------------------------- ------------------------------------ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ ------------------------------ ---------------------------------- TitleDENV▇▇, ▇▇ ▇▇▇▇▇ ======================================================================================================================== LOAN TYPE. This is a Variable Rate (1.500% over LENDER'S PRIME RATE, making an initial rate of 10.250%), Revolving Line of Credit Loan to a Corporation for $4,500,000.00 due on September 30, 1995. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: C.F.O. Title: SVP ----------------------------- --------------------------------- 44 AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amendment to Second Amended and Restated Loan and Security Agreement [ ] PERSONAL, FAMILY, OR HOUSEHOLD PURPOSES OR PERSONAL INVESTMENT. [X] BUSINESS (the "Amendment") is entered into as of March 24, 2000, by and between Silicon Valley Bank ("Bank") and Harmonic, Inc. (the "Borrower"INCLUDING REAL ESTATE INVESTMENT).