exv10w8



 





FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT




     THIS FIRST AMENDMENT (“Amendment”), dated as of July 24, 2006, is entered into by and between
CAPITAL TEMPFUNDS, a division of Capital Business Credit LLC f/k/a a division of Capital Factors
LLC, a Delaware limited liability company, successor in interest to Capital TempFunds, Inc., with
its principal place of business at 1700 Broadway, 19th Floor, New York, New York 10019
(herein called “TEMPFUNDS”) and COMMAND CENTER, INC., a Washington corporation with its principal
place of business and chief executive office at 3773 W. 5th Avenue, Post Falls, ID 83854
(herein called “BORROWER”).



RECITALS:



a) TEMPFUNDS and BORROWER are parties to a Loan and Security Agreement dated April
7, 2006 (hereinafter referred to as the “Agreement”).



b) BORROWER and TEMPFUNDS have agreed to certain modifications of the Agreement as
a result of the ongoing business relationship between the parties.




AGREEMENT




     IN CONSIDERATION of the above recitals and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as
follows:



     1. The above recitals are true and correct and are incorporated herein by this
reference.



     2. Each of the terms defined in the Agreement unless otherwise defined herein,
shall have the same meaning when used herein.



     3. In the event of a conflict between the terms and provisions of this Amendment
and the terms and provisions of the Loan Agreement, the terms and provisions of this
Amendment shall control.



     4. Item 21 of Exhibit “B” is deleted in its entirety and replaced with the following:




	 	21.	 	“Maximum Credit Facility” as referred to in Section 34 means: Eight Million
($8,000,000.00) dollars effective as of the date of the Amendment and through April 7,
2007, at which time the Maximum Credit Facility shall reduce to Seven Million
($7,000,000.00). A Temporary Increase Fee in the amount of $10,000 shall be due and
payable upon the effective date of this Amendment.





     5. Upon the effectiveness of this Amendment, each reference in the Agreement to
the “Agreement”, “hereunder”, “herein”, “hereof”, or words of like import referring to the
Agreement shall mean and be a reference to the Agreement as amended by this Amendment.



 









 





     6. This Amendment shall be deemed to be a contract under and subject to and
shall be construed for all purposes and in accordance with the laws of the State of North
Carolina.



     7. This Amendment may be executed in two or more counterparts, each of which
shall be deemed an original and all of which together shall constitute one and the same
instrument.



     IN WITNESS WHEREOF, the parties have executed and delivered this Amendment which shall be
effective with the date of the Amendment.



	 	 	 	 	 
	 	Executed under seal this
___ day of July 2006





COMMAND CENTER INC., a Washington corporation

 	 
	 	By  	/s/ Glenn Welstad
 	 
	 	 	Signature 	 
	 	 	Glenn Welstad, President

Name and Title 	 
	 



STATE OF Idaho




COUNTY OF kootenai





     The foregoing instrument acknowledged before me this 9th day of Aug 2006,
by Glenn Welstad, as President of COMMAND CENTER, INC., a Washington corporation, on behalf of the
corporation. He is personally known to me or has produced                      as identification and did (did
not) take an oath.



	 	 	 	 	 
	(NOTARY SEAL) 	/s/ Joely Lee 

(Notary Signature)




Joely Lee
 

(Notary Name Printed)

NOTARY PUBLIC Commission No. 47648

 	 
	 
	 	CAPITAL TEMPFUNDS, a division of Capital Business Credit
LLC f/k/a a division of Capital Factors LLC

 	 
	 	By  	/s/ Jerry T. O’Neil
 	 
	 	 	Signature: JERRY T. O’Neil, V.P. 	 
	 	 	 	 
	 




2









 





(Corporate Seal)




STATE OF NORTH CAROLINA




COUNTY OF MECKLENBURG





     The foregoing instrument was acknowledged before me this 11 day of August 2006,
by Jerry T. O’Neil, as Vice Pres. of CAPITAL TEMPFUNDS, a
division of Capital Business Credit LLC f/k/a a division of Capital Factors LLC, a Delaware limited
liability company, on
behalf of the company. He is personally known to me or has produced                                          as
identification and did (did not) take an oath.



	 	 	 	 	 
	 	 	 
	 	 /s/ Nancy M. Watson
 	 
	 	(Notary Signature) 	 
	 	 	 
	(NOTARY SEAL) 	NANCY M. WATSON
 

(Notary Name Printed)

NOTARY PUBLIC Commission No.       
                 	 
	 




3