Silicon Valley Bank
Amendment to Loan Documents
Borrower: Sigma Designs, Inc.
Address: 1221 California Circle
Milpitas, California 95035
Date: October 31, 2003
THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley Bank
("Silicon") and the borrower named above ("Borrower").
The Parties agree to amend the Loan and Security Agreement between them, dated September 7, 2001
(as previously amended from time to time, the "Loan Agreement"), as follows, effective as of the date hereof.
(Capitalized terms used but not defined in this Amendment shall have the meanings set forth in the Loan
1. Amended Schedule. The Schedule to the Loan Agreement is hereby amended in its entirety to read
as set forth in the Amended and Restated Schedule to Loan and Security Agreement of even date herewith.
2. Certain Provisions Only Applicable on Event of Default . The provisions of Sections 4.3, 4.4 and
4.5 of the Loan Agreement shall only be applicable after the occurrence and during the continuance of an Event
3. Modified Audit Provision. The first sentence of Section 5.4 of the Loan Agreement that currently
reads as follows:
At reasonable times, and on one Business Day's notice, Silicon, or its agents, shall
have the right to inspect the Collateral, and the right to audit and copy Borrower's
books and records.
is hereby amended to read as follows:
At reasonable times, and on one Business Day's prior notice, Silicon, or its agents,
shall have the right to inspect the Collateral, and the right to audit and copy Borrower's
books and records. The parties contemplate that such audits will be performed as
follows: (1) after Borrower's first request for a Loan after the date hereof but prior to
such Loan, if any, being made by Silicon and (2) thereafter no more frequently than
semiannually, provided, however, if Borrower does not request any Loans then no