SECOND AMENDMENT TO
AMENDED AND RESTATED CREDIT AGREEMENT
THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “ Second Amendment ”),
dated as of July , 2010, is entered into among TEAM, INC., a Texas corporation (the “ Borrower ”), the lenders listed on the
signature pages hereof as Lenders (the “ Lenders ”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line
Lender and L/C Issuer.
A. The Borrower, the Lenders, the Administrative Agent, the Swing Line Lender and the L/C Issuer are parties to that
certain Amended and Restated Credit Agreement, dated as of May 31, 2007, as amended by that certain First Amendment to
Amended and Restated Credit Agreement, dated as of January 29, 2008 (said Credit Agreement, as amended, “ Credit
Agreement ”). The terms defined in the Credit Agreement and not otherwise defined herein shall be used herein as defined in
the Credit Agreement.
B. The Borrower has requested an amendment to the Credit Agreement.
C. The Lenders, the Administrative Agent, the Swing Line Lender and the L/C Issuer hereby agree to amend the Credit
Agreement, subject to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the covenants, conditions and agreements hereafter set forth, and for other good
and valuable consideration, the receipt and adequacy of which are all hereby acknowledged, the Borrower, the Lenders, the
Swing Line Lender, the L/C Issuer and the Administrative Agent covenant and agree as follows:
1. AMENDMENT . Clause (d) of Section 7.06 of the Credit Agreement is hereby amended to read as follows:
(d) the Borrower may declare or pay cash dividends to its stockholders and purchase, redeem or otherwise acquire
shares of its capital stock or warrants, rights or options to acquire any such shares for cash during the period from July ,
2010 through May 31, 2012 in an aggregate amount not to exceed $15,000,000; provided , before and after giving effect to
such proposed action, no Def