EX-10.5






SWINGLINE NOTE




December 21, 2006




FOR VALUE RECEIVED, the undersigned, LIONBRIDGE TECHNOLOGIES, INC., a Delaware corporation
(the “Company”), hereby unconditionally promises to pay on the Revolving Commitment
Termination Date (as defined in the Credit Agreement referred to below), to the order of HSBC BANK
USA, NATIONAL ASSOCIATION (the “Swingline Lender”) at the office of HSBC BANK USA, NATIONAL
ASSOCIATION, 125 High Street, 16th Floor, Oliver Street Tower, Boston, MA 02110 in
lawful money of the United States of America and in immediately available funds, the aggregate
unpaid principal amount of all Swingline Loans made by the Swingline Lender to the undersigned
pursuant to Section 2.3 of the Credit Agreement referred to below. The undersigned further agrees
to pay interest in like money at such office on the unpaid principal amount hereof and, to the
extent permitted by law, accrued interest in respect hereof from time to time from the date hereof
until payment in full of the principal amount hereof and accrued interest hereon, at the rates and
on the dates set forth in the Credit Agreement.



The holder of this Swingline Note is authorized to endorse the date and amount of each
Swingline Loan made pursuant to Section 2.3 of the Credit Agreement and each payment of principal
and interest with respect thereto and its character as an Alternate Base Rate Loan or otherwise on
Schedule 1 annexed hereto and made a part hereof, or on a continuation thereof which shall
be attached hereto and made a part hereof, which endorsement shall constitute prima facie evidence
of the accuracy of the information endorsed; provided, however, that the failure
to make any such endorsement shall not affect the obligations of the undersigned under this
Swingline Note.



This Note is the Swingline Note referred to in Credit Agreement, dated as of December 21,
2006 (as amended, restated, supplemented or otherwise modified, the “Credit Agreement”),
by and among the Company, the Material Domestic Subsidiaries of the Company from time to time
party thereto, the lenders from time to time party thereto (the “Lenders”) and HSBC BANK
USA, NATIONAL ASSOCIATION, as administrative agent for the Lenders (the “Administrative
Agent”), and the holder is entitled to the benefits thereof. Capitalized terms used but not
otherwise defined herein shall have the meanings provided in the Credit Agreement.



Upon the occurrence of any one or more of the Events of Default specified in the Credit
Agreement, all amounts then remaining unpaid on this Swingline Note shall become, or may be
declared to be, immediately due and payable, all as provided therein. In the event this Swingline
Note is not paid when due at any stated or accelerated maturity, the Company agrees to pay, in
addition to principal and interest, all costs of collection, including reasonable attorneys’ fees.



All parties now and hereafter liable with respect to this Swingline Note, whether maker,
principal, surety, endorser or otherwise, hereby waive presentment, demand, protest and all other
notices of any kind.



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THIS SWINGLINE NOTE SHALL BE GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE
WITH, THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO CONFLICT OF LAWS PRINCIPLES THEREOF
(OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW).



LIONBRIDGE TECHNOLOGIES, INC., a
Delaware corporation




By:  /s/ Stephen J. Lifshatz

Name: Stephen J. Lifshatz

Title: Senior Vice President and Chief

Financial Officer




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SCHEDULE 1

to Swingline Note





LOANS AND PAYMENTS OF PRINCIPAL



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Principal Paid or	 	 	 	 
	Date	 	Amount of loan	 	Currency of Loan	 	Type of Loan	 	Interest Rate	 	Interest Period	 	Maturity Date	 	Converted	 	Principal Balance	 	Notation Made By







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