FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT
THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (the "Am
August 11, 2003 is among ACXIOM CORPORATION, a Delaware Corporation (the "Borrower"), th
and JPMORGAN CHASE BANK, as the agent (the "Agent").
A. The Borrower, the Agent, and the lenders party thereto have entered in
Amended and Restated Credit Agreement dated as of February 5, 2003 (as amended or otherwise
time, the "Agreement").
B. The Borrower has requested that the Agent and the Lenders amend cert
Agreement. Subject to satisfaction of the conditions set forth herein, the Agent and t
are willing to amend the Agreement as herein set forth.
NOW, THEREFORE, in consideration of the premises herein contained and oth
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties
effective as of the date hereof unless otherwise indicated:
Section 1.1. Definitions. Capitalized terms used in this Amendment, to the extent
herein, shall have the same meanings as in the Agreement, as amended hereby.
Section 2.1. Amendment to Section 6.08. Section 6.08 of the Agreement is amended as fo
(a) Subclause (i) of Section 6.08(a) is amended in its entirety to read as follows:
(i) The Borrower may declare and pay dividends ratably w
its common stock in an aggregate amount not to exceed $15,000,000 in a
of the Borrower and Subsidiaries may declare and pay dividends ratably w
their common stock a