exv10w3







Exhibit 10.3




COMMITMENT INCREASE SUPPLEMENT




     COMMITMENT INCREASE SUPPLEMENT, dated February 10, 2009 (this “Supplement”), to the
Amended and Restated Credit Agreement, dated as of July 9, 2008, as amended (as further amended,
restated or supplemented from time to time, the “Credit Agreement”), among the Borrower,
the Agent and the undersigned Lender (as defined in the Credit Agreement; terms defined in the
Credit Agreement are used herein with the same meanings).



WITNESSETH:




          WHEREAS, pursuant to Section 2.1(f)(i) of the Credit Agreement, the Borrower has the right,
subject to the terms and conditions thereof, to request from time to time that any one or more of
the Lenders increases its Commitment under the Credit Agreement;




          WHEREAS, the Borrower has given notice to the Agent of its request to increase the undersigned
Lender’s Commitment pursuant to such Section 2.1(f)(i); and




          WHEREAS, pursuant to Section 2.1(f)(ii) of the Credit Agreement, the undersigned Lender now
desires to increase the amount of its Commitment under the Credit Agreement by executing and
delivering to the Borrower a supplement to the Credit Agreement in substantially the form of this
Supplement;




          NOW THEREFORE, each of the parties hereto hereby agrees as follows:





     1. The undersigned Lender agrees, subject to the terms and conditions of the Credit
Agreement, that on the date this Supplement is accepted by the Borrower, such Lender shall
have its Commitment increased by $2,500,000, thereby making its total Commitment equal to
$12,500,000.




     2. Borrower represents and warrants that no Default or Event of Default has occurred
and is continuing on and as of the date hereof.




     3. This Supplement shall be governed by, and construed in accordance with, the laws of
the Commonwealth of Massachusetts.




     4. This Supplement may be executed in any number of counterparts and by different
parties hereto in separate counterparts, each of which when so executed shall be deemed to
be an original and all of which taken together shall constitute one and the same document.



[Signature Page Follows]




 









 








          IN WITNESS WHEREOF, each of the undersigned has caused this Commitment Increase Supplement to
be executed and delivered under seal by a duly authorized officer as of the date first above
written.




	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	COMMERCE BANK & TRUST COMPANY
	 
	 	 	 	 	 	 	 	 	 	 
	 

	 	 	 	 	 	By:	 	 	 	 
	 

	 	 	 	 	 	 	 	 	 	 
	 

	 	 	 	 	 	 	 	Name: David J. Costello

Title: Senior Vice President	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	Agreed and accepted this 10th day of

February, 2009.	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	TIMEPAYMENT CORP.	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	By:
	 	 	 	 	 	 	 	 	 	 
	 

	 	 	 	 	 	 	 	 	 	 
	 

	 	Name: Richard F. Latour

Title: President	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	SOVEREIGN BANK, Individually and as Agent	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	By:
	 	 	 	 	 	 	 	 	 	 
	 

	 	 	 	 	 	 	 	 	 	 
	 

	 	Name: Jeffrey G. Millman

Title: Senior Vice President	 	 	 	 	 	 	 	 






[Signature Page to Commitment Increase Supplement]