TELEPHONE REQUEST Clause Samples

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. _______________________________________________ _____________________________ Authorized Requester Phone # _______________________________________________ _____________________________ Received By (Bank) Phone # _________________________________________ Authorized Signature (Bank) 23 27 EXHIBIT C BORROWING BASE CERTIFICATE ------------------------------------------------------------------------------------------------------------------------------------ Borrower: SEEQ Technology, Incorporated Lender: Silicon Valley Bank Commitment Amount: $7,000,000 ------------------------------------------------------------------------------------------------------------------------------------ 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. Concentration Limits $______________ 7. Foreign Accounts $______________ 8. Governmental Accounts $______________ 9. Contra Accounts $______________ 10. Promotion or Demo Accounts $______________ 11. Intercompany/Employee Accounts $______________ 12. Other (please explain on reverse) $______________ 13. TOTAL ACCOUNTS RECEIVABLE DEDUCTIONS $_______________ 14. Eligible Accounts (#3 minus #13) $_______________ 15. LOAN VALUE OF ACCOUNTS (80% of #14) $_______________ BALANCES 16. Maximum Loan Amount $_______________ 17. Total Funds Available [Lesser of #16 or #15] $_______________ 18. Present balance owing on Line of Credit $_______________ 19. Outstanding under Sublimits ( ) $_______________ 20. RESERVE POSITION (#17 minus #18 and #19) $_______________ The undersigned represents and warrants that the foregoing is true, complete and correct, and that the information reflected in this Borrowing Base Certificate complies with the representations and warranties set forth in the Loan and Security Agreement between the undersigned and Silicon Valley Bank. COMMENTS: BANK USE ONLY ------------- Rec'd By:____________ Auth. Signer Date:________________ Verified:____________ Auth. Signer Date:________________ SEEQ Technology, Incorporated, a California corporation By:____________________________________ Authorized ...

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. -------------------------------------- ------------------------------ Authorized Requester Phone # -------------------------------------- ------------------------------ Received By (Bank) Phone # ------------------------------- Authorized Signature (Bank) 25 EXHIBIT C BORROWING BASE CERTIFICATE -------------------------------------------------------------------------------- Borrower: ReSound Corporation Commitment Amount: $3,000,000 --------------------------------------------------------------------------------

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. TO: SILICON VALLEY BANK FROM: HEARME The undersigned authorized officer of HEARME certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the Agreement ), (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 . Quarterly financial statements1 Quarterly within 45 days1 Yes No Annual (CPA Audited) FYE within 90 days Yes No 10-Q, 10K and 8-K Within 5 days after filing with SEC Yes No Maintain on a Quarterly Basis: Minimum Quick Ratio 1.75:1.002 _____:1.00 Yes No Minimum Revenue 3 $_____ Yes No Profitability Quarterly 4 $___________ Yes No 1 Monthly when unrestricted cash is less than $25,000,000. 2 Monthly when unrestricted cash is less than $25,000,000. 3 Greater than previous quarter, except decline permitted for Q499 to Q100. 4 Quarterly loss not to exceed: 6/30/00 ($12,500,000) 9/30/00 ($12,000,000) 12/31/00 ($11,500,000) 3/31/01 ($11,000,000) Comments Regarding Exceptions: See Attached. BANK USE ONLY Received by: Sincerely, AUTHORIZED SIGNER Date: Verified: SIGNATURE AUTHORIZED SIGNER Date: TITLE Compliance Status Yes No DATE

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. TO: SILICON VALLEY BANK ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: SABA SOFTWARE, INC. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ The undersigned authorized officer of SABA SOFTWARE, INC. (“Borrower”) certifies that under the terms and conditions of the Amended and Restated Loan and Security Agreement between Borrower and Bank (as further amended, restated, or otherwise modified from time to time, the “Agreement”), (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. In addition, the undersigned authorized officer of Borrower certifies that Borrower and each of its Subsidiaries (x) has timely filed all required tax returns and paid, or made adequate provision to pay, all material taxes, except those being contested in good faith with adequate reserves under Generally Accepted Accounting Principles (“GAAP”) and (y) does not have any legal actions pending or threatened against Borrower or any Subsidiary which Borrower has not previously notified in writing to Bank. The Officer certifies that these are prepared in accordance with 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. Monthly financial statements + CC Monthly within 45 days Yes No Annual (Audited) FYE within 120 days Yes No SEC Filings not available on ▇▇▇▇▇ Within 5 days after filing with SEC Yes No Annual Financial Projections FYE within 45 days Yes No

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. Authorized Requester: ____________________________ Authorized Signature (Bank) Phone # _______________________ 36 BORROWING BASE CERTIFICATE EXHIBIT C TO: SILICON VALLEY BANK FROM: HARMONIC LIGHTWAVES, INC. ("Borrower") Commitment Amount: $ ACCOUNTS RECEIVABLE

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. TO: SILICON VALLEY BANK ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: SABA SOFTWARE, INC. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ The undersigned authorized officer of SABA SOFTWARE, INC. (“Borrower”) certifies that under the terms and conditions of the Amended and Restated Loan and Security Agreement between Borrower and Bank (as further amended, restated, or otherwise modified from time to time, the “Agreement”), (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. In addition, the undersigned authorized officer of Borrower certifies that Borrower and each of its Subsidiaries (x) has timely filed all required tax returns and paid, or made adequate provision to pay, all material taxes, except those being contested in good faith with adequate reserves under Generally Accepted Accounting Principles (“GAAP”) and (y) does not have any legal actions pending or threatened against Borrower or any Subsidiary, which could result in damages or costs to Borrower or any Subsidiary of $500,000 or more and of which Borrower has not previously notified in writing to Bank. The undersigned certifies that these are prepared in accordance with GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned 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. Monthly financial statements + CC Monthly within 45 days Yes No Annual (Audited) FYE within 120 days Yes No SEC Filings not available on ▇▇▇▇▇ Within 5 days after filing with SEC Yes No Annual Financial Projections FYE within 45 days Yes No

TELEPHONE REQUEST. Requesting a credit advance from your Express Credit Line to be applied to your designated account by telephone. Except for transaction covered by the federal Electronic Fund Transfers Act and unless otherwise agreed in the Account Agreement governing the Checking Account, you acknowledge and agree that we do not accept responsibility for the authenticity of telephone instructions and that we will not be liable for any loss, expense, or cost arising out of any telephone request, including any fraudulent or unauthorized telephone request, when acting upon such instructions believed to be genuine.

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------- ------------------------------------ Authorized Requester Phone # --------------------------------- ------------------------------------ Authorized Requester Phone # ------------------------------ Authorized Signature (Bank) EXHIBIT C BORROWING BASE CERTIFICATE Borrower: BSQUARE CORPORATION Lender: Imperial Bank Commitment Amount: $5,000,000 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 25% over 90 day accounts $ ---------- 6. Concentration Limits $ ---------- 7. Foreign Accounts $ ---------- 8. Governmental Accounts $ ---------- 9. Contra Accounts $ ---------- 10. Promotion or Demo Accounts $ ---------- 11. Intercompany/Employee Accounts $ ---------- 12. Other (please explain on reverse) $ ---------- 13. TOTAL ACCOUNTS RECEIVABLE DEDUCTIONS $ ---------- 14. Eligible Accounts (#3 minus #13) $ ---------- 15. LOAN VALUE OF ACCOUNTS (80% OF #14) $ ---------- BALANCES 16. Maximum Loan Amount $5,000,000

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. Authorized Requester Phone # Received By (Bank) Phone # Authorized Signature (Bank) COLLATERAL DESCRIPTION ATTACHMENT TO LOAN AND SECURITY AGREEMENT All personal property owned by Borrower and all personal property in which Borrower has a property interest, both presently existing and hereafter created, written, produced, developed, acquired and arising, of every nature, kind and description, wherever located and notwithstanding in whose custody and possession any of the foregoing may be at any time or times, including, but not limited to: