Exhibit 10.8
WAIVER NO.1
WAIVER NO. 1 (this "Waiver"), dated as of August 19, 2003, with respect to (A) that certain Restructuring
Support Agreement, dated as of August 1, 2003, as amended by the First Amendment dated as of August 7,
2003 (together with exhibits, annexes and attachments thereto, the "RSA"), by and among (i) DDi Corp. ("DDi"),
DDi Intermediate Holdings Corp. ("DDi Intermediate"), DDi Capital Corp. ("DDi Capital"), Dynamic Details,
Incorporated ("Details"), Dynamic Details, Incorporated, Silicon Valley ("DDISV") and their respective
subsidiaries and affiliates (collectively, the "Company Group"), (ii) the Administrative Agent and (iii) the
Consenting Lenders signatory thereto and (B) that certain Budget and Funding Agreement, dated as of August 1,
2003 (the "Budget and Funding Agreement"), by and among, (i) DDi, (ii) DDi Capital; (iii) Details; (iv) DDISV;
(v) each Subsidiary Guarantor (as defined in the Budget and Funding Agreement); (vi) the Consenting Lenders;
(vii) the Administrative Agent and (viii) the Professionals (as defined in the Budget and Funding Agreement)
signatory thereto. Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms
in the RSA.
W I T N E S S E T H:
WHEREAS, pursuant to the RSA, the Consenting Lenders have agreed to implement a restructuring and
reorganization of the Company Group pursuant to the Restructuring Terms as set forth on the Term Sheet;
WHEREAS, the Company Group has requested that the Required Lenders enter into this Waiver on the terms
and conditions set forth herein;
NOW, THEREFORE, in consideration of the premises and mutual agreements contained herein, and for other
good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties hereto
agree as follows:
1. Waiver.
(a) Each member of the Company Group, the Administrative Agent and each of the Required Lenders hereby
agree that, in light of the blackout that occurred on August 14, 2003, provided tha