This First Amendment is made as of April 30, 1997 by and among BROOKS AUTOMATION, INC., a
Delaware corporation, BROOKS AUTOMATION CANADA CORP., a corporation organized under the laws
of British Columbia, Canada, BROOKS AUTOMATION K.K., a stock corporation organized under the laws
of Japan, BROOKS AUTOMATION LTD., a private company limited by shares organized under the laws of
England, and BROOKS AUTOMATION MASSACHUSETTS SECURITIES CORP., a Massachusetts
corporation (each a "Borrower" and collectively the "Borrowers") and USTRUST, a Massachusetts Trust
Company (the "Bank").
WHEREAS, the Borrowers entered into a Loan Agreement with the Bank dated June 25, 1996 (the "Loan
Agreement") in connection with a $15,000,000 unsecured revolving line of credit; and
WHEREAS, the Borrowers have requested and the Bank has consented to an extension of the Termination
NOW THEREFORE, in consideration of the mutual covenants, agreements, representations and warranties
contained herein and of those contained in the Loan Agreement and of the faithful performance of said covenants
and agreements, the Borrowers and the Bank covenant, agree, represent and warrant as follows:
1. Terms. Terms defined in the Loan Agreement are used herein as so defined unless otherwise specifically stated
2. Representations and Warranties. In order to induce the Bank to enter into this First Amendment and to
continue the credits provided in the Loan Agreement as amended hereby, the Borrowers hereby affirm and
restate as of the date thereof and hereof all of the representations and warranties of the Borrowers contained in
the Loan Agreement.
3. Amendment. The definition of "Termination Date" in Section 1 on Page 6 of the Loan Agreement is amended
and shall hereafter read as follows:
"Termination Date. December 31, 1998."
4. Except as specifically amended hereby, all other terms and provisions of the Loan Agreement shall remain in
full force and effect.