<PAGE>

                       WAIVER AND AMENDMENT TO LOAN AGREEMENT

This Waiver and Amendment to Loan Agreement (the "Amendment") is made as of 
March 15, 1999, between QUALMARK CORPORATION, a Colorado corporation 
("Borrower") and U.S. BANK NATIONAL ASSOCIATION, a national banking 
association ("Bank").

WHEREAS, 

i.   Borrower and Bank entered into a Revolving Credit and Term Loan Agreement
     dated as of December 22, 1998, pursuant to which Bank made available to
     Borrower a Revolving Credit Line of $3,000,000 and a Term Loan of
     $2,000,000 (the "Loan Agreement");

ii.  Borrower has requested that Bank waive any default which may have occurred
     by Borrower's failure to comply with the Tangible Net Worth covenant set
     forth in subsection iv of Section 5.09 and that the Loan Agreement be
     amended to change the Tangible Net Worth covenant; and

iii. Bank is willing to take such action upon and subject to the terms and
     conditions in this Amendment.

NOW, THEREFORE, in consideration of the premises and the mutual covenants 
contained herein, Borrower and Bank agree as follows:

1.   DEFINITIONS.  Capitalized terms used herein and in the recitals hereto, 
but not defined herein or therein, shall have the meanings given them in the 
Loan Agreement.

2.   WAIVER.  Subject to Borrower's agreement hereto, Bank hereby waives any 
default which may have occurred by reason of Borrower's failure to comply 
with the Tangible Net Worth covenant set forth in subsection iv of Section 
5.09 as of December 31, 1998.

3.   AMENDMENTS TO LOAN AGREEMENT.  The Loan Agreement is amended as follows:

     a.   Subsection iv of Section 5.09 is amended to read as follows:

          iv.  Borrower's Tangible Net Worth will be not less than $3,500,000 as
               of the end of each fiscal quarter.

     b.   Exhibit C attached hereto shall be substituted for that attached to
          the Loan Agreement.

4.   REPRESENTATIONS AND WARRANTIES.  Borrower hereby remakes each of the 
representations and warranties contained in Section 3 of the Loan Agreement 
as of the date of this Amendment, as if made in connection with this 
Amendment and the Loan Agreement.

5.   CONDITIONS PRECEDENT.  The foregoing amendments shall not be effective 
until Borrower has delivered to Bank this Amendment duly executed in form 
satisfactory to Bank. 

The delivery of such document shall constitute Borrower's representation to 
Bank that Borrower is not in default under the Loan Agreement, as amended, 
and that no event of default or event which, with the giving of notice or 
passage of time or both, would become an event of default, has occurred 
except that which is waived hereby; and Bank may request a certificate of an 
officer of Borrower stating the foregoing.

6.   ENTIRE AGREEMENT.  This Amendment and the Loan Agreement contain the 
entire agreement of the parties concerning the subject matter hereof and 
thereof.  No promise, representation or understanding which is not expressly 
set forth in, or incorporated into, either the Loan Agreement or this 
Amendment shall be enforceable by either party.  Nothing in this Amendment 
shall be construed to be or constitute any novation of Borrower's obligations 
to Bank.  Neither Bank's agreement to grant the waiver contained herein, nor 
any statement or representation made in discussions related to the granting 
of the waiver, shall be deemed a waiver by Bank, either 

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<PAGE>

express or implied, of any other breach of any other covenant or term in the 
Loan Agreement or any other or of future non-compliance with Section 5.09.

7.   EFFECTIVENESS.  The Revolving Credit Line shall continue to be governed 
by and subject to all of the provisions of the Loan Agreement as amended 
hereby. The Loan Agreement, as amended hereby, and all of the Collateral 
Documents, to which Borrower is a party, remain in full force and effect and 
are hereby ratified and confirmed.  Any reference to "this Agreement" or "the 
Loan Agreement" in the Loan Agreement or in any promissory note, security 
agreement, guaranty, or other instrument relating to the Loan Agreement is 
deemed to be a reference to the Loan Agreement as amended hereby.

8.   MISCELLANEOUS.  Borrower agrees to pay all of the expenses, including 
reasonable attorneys' fees and expenses (including, but not limited to those 
incurred by in-house counsel) incurred by Bank in connection with this 
Amendment.  This Amendment may be executed in different counterparts with the 
same effect as if the signatures thereon were in the same instrument, and 
will be effective upon delivery of all such counterparts to Bank.  This 
Amendment is governed by the laws of the State of Colorado.

IN WITNESS WHEREOF, Borrower and Bank have caused this Amendment to be 
executed the date first set forth above.


U.S. BANK NATIONAL ASSOCIATION


By:
    -----------------------------------------------------

Title:
    -----------------------------------------------------



QUALMARK CORPORATION


By:
    -----------------------------------------------------

Title:
      ---------------------------------------------------






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<PAGE>

                                   EXHIBIT C

                           CERTIFICATE OF COMPLIANCE
                                      of
                              QUALMARK CORPORATION
                                  "Borrower"

               As Of The Period Ending 
                                       ------------------------------

This Certificate is submitted to U.S. Bank National Association ("Bank") in 
connection with the Revolving Credit and Term Loan Agreement dated as of 
December 22, 1998, as it may be amended from time to time (the "Agreement") 
between Bank and Borrower.  Capitalized terms used herein are defined in the 
Agreement.

The undersigned hereby certifies to Bank that the undersigned is familiar 
with the following financial information which has been taken from Borrower's 
books and records which are complete and accurate and that the following 
calculations of the financial covenants specified in the Agreement are true 
and correct:

                           FINANCIAL COVENANT COMPLIANCE

<TABLE>
<CAPTION>
                                                                     In Compliance
Covenant                            Required            Actual           Yes/No
--------                            --------            ------           ------
<S>                                <C>                <C>            <C>
Min. EBITDA/Interest Expense       > 2.00:1 
                                   -                   ----------      ----------
Min. Free Cash Flow/Debt Service   > 1.15:1 
                                   -                   ----------      ----------
Max. Cash Flow Leverage Ratio      < 3.00:1 
                                   -                   ----------      ----------
Min. Tangible Net Worth            > $3,500,000
                                   -                   ----------      ----------
</TABLE>

The undersigned further certifies that (a) Borrower is in compliance with all 
of the covenants contained in the Agreement, and (b) there has been no Event 
of Default under the Agreement which has not been cured or waived, and no 
Potential Default has occurred.

          By: 
              ------------------------------

          Title:
                 ---------------------------

          Date: 
                ----------------------------



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