AMENDMENT TO CREDIT AGREEMENT
This Amendment (“ Amendment ”) to the Credit Agreement (“ Agreement ”) dated as of
September 29, 1997, between Image Investors Co., a Delaware corporation (“ Lender ”), and Image
Entertainment, Inc., a California corporation and its subsidiary (“ Borrower ”), is entered into as of July 9, 2002.
R E C I T A L S:
WHEREAS , Borrower and Lender entered into the Agreement as of September 29, 1997, pursuant to
which Lender loaned Five Million Dollars ($5,000,000) to Borrower, as evidenced by the Convertible
Subordinated Promissory Note (“ Note ”) for $5,000,000 dated of October 29, 1997;
WHEREAS , the parties have agreed to modify the interest rate, extend the term of Note three (3) years
to October 1, 2005, and amend certain terms and provisions the Agreement as provided herein;
WHEREAS , the remaining provisions of the Note and Agreement, including without limitation the
conversion ratio provided in Subsection 1.7.1 of the Agreement, will remain as stated in the original Note and
NOW, THEREFORE , in consideration of the premises and other good and valuable consideration,
Borrower and Lender agree as follows:
A G R E E M E N T:
1. Interest Rate. The term “Interest Rate” as defined in Section A of the Agreement shall be changed,
effective as of October 1, 2002, from eight percent (8%) per annum to the lower of the Prime Rate as published
in the Wall Street Journal plus five percent (5%) per annum, or twelve percent (12%) per annum.
2. Termination Date. The term “Termination Date” as defined in Section A of the Agreement is
hereby extended from October 1, 2002 to October 1, 2005.
2. Interest Payment Date. The term “Interest Payment Date” as defined in Section A of the
Agreement shall be changed, effective as of October 1, 2002, to the first day of each October, January, April
and July of each year.
3. Payment of Principal. Commencing on October 1, 2002, in additio