SECOND AMENDMENT TO CREDIT AGREEMENT
THIS SECOND AMENDMENT (“Amendment”) is made as of the 29th day of April, 2008, by and between Amerigon
Incorporated (herein called “Company”) and Comerica Bank (herein called the “Bank”).
A. Company and Bank entered into that certain Amended and Restated Credit Agreement dated as of October 28, 2005,
entered into by and between Company and Bank, as amended by First Amendment to Credit Agreement dated as of February 6,
2008 (as further amended or otherwise modified from time to time, the “Credit Agreement”), under which the Bank extended (or
committed to extend) credit to Company, as set forth therein.
B. Company has requested that Bank make certain amendments to the Credit Agreement, and Bank is willing to do so, but
only on the terms and conditions set forth in this Amendment.
NOW, THEREFORE, Company and Bank agree:
Section 1 of the Credit Agreement is hereby amended as follows:
The following definitions are hereby added to Section 1 of the Credit Agreement:
“Bank Products” shall mean any one or more of the following types of services or facilities extended to the
Company and/or any Guarantor by the Bank: (i) credit cards, (ii) credit card processing services, (iii) debit
cards, (iv) purchase cards, (v) Automated Clearing House (ACH) transactions, (vi) cash management,
including controlled disbursement services, and (vii) establishing and maintaining deposit accounts.
“Borrowing Base” shall mean as of any date of determination, the sum of (a) eighty five percent (85%) of
Eligible Accounts, plus (b) the lesser of (i) sixty percent (60%) of Eligible Foreign Accounts and (ii) Three
Million Dollars ($3,000,000), plus (c) fifty percent (50%) of Eligible Inventory, plus (d) seventy percent
(70%) of the market value (as determined by Bank in its sole discretion) of Eligible Securities.
“Credit Insurance” shall mean credit insurance from a solvent insurer acceptable to the Bank in its sole
discretion in amounts and on terms