FOURTH AMENDMENT TO CREDIT AGREEMENT
THIS FOURTH AMENDMENT (“Amendment”) is made as of the 6th day of August, 2009, by and between Amerigon
Incorporated (herein called “Company”) and Comerica Bank (herein called the “Bank”).
A. Company and Bank entered into that certain Amended and Restated Credit Agreement dated as of October 28, 2005,
entered into by and between Company and Bank, as amended by First Amendment to Credit Agreement dated as of February 6,
2008, as amended by Second Amendment to Credit Agreement dated as of April 29, 2008 and as amended by Third Amendment
to Credit Agreement dated as of October 7, 2008 (as further amended or otherwise modified from time to time, the “Credit
Agreement”), under which the Bank extended (or committed to extend) credit to Company, as set forth therein.
B. Company has requested that Bank make certain amendments to the Credit Agreement, and Bank is willing to do so, but
only on the terms and conditions set forth in this Amendment.
NOW, THEREFORE, Company and Bank agree:
All references to “ Prime-based Advance ” and “ Prime-based Rate ” shall be deleted and replaced, respectively, with
references to “ Base Rate Advance ” and “ Base Rate ” in the Credit Agreement and in the Exhibits to the Credit Agreement.
Section 1 of the Credit Agreement is hereby amended as follows:
The definitions of “ Alternate Base Rate ”, “ Funded Debt to EBITDA Ratio ”, “ Prime-based Rate ”, “ Prime-based
Advance ”, “ Trigger Date ” and “ Unencumbered Liquid Assets ” are hereby deleted in their entirety from Article 1.
The following definitions are hereby added to Section 1 of the Credit Agreement:
“Base Rate” shall mean (i) the Daily Adjusting LIBOR Rate plus the Applicable Margin or (ii) during any period of
time during which, in accordance with the terms and conditions of this Agreement, Advances may not bear interest
at or by reference to the Daily Adjusting LIBOR Rate, the Prime Referenced Rate plus the Applicable Margin.
“Base Rate A