Fourth Amendment to Revolving Line of Credit Agreement



 EXHIBIT 10.1 
 FOURTH AMENDMENT TO 
 REVOLVING LINE OF CREDIT AGREEMENT 
 This Third Amendment (this “Amendment”) is made as of December 23, 2008 to that certain Revolving Line of Credit Agreement dated March 16,
2007, as amended May 15, 2007, December 3, 2007, and November 14, 2008 (the “Loan Agreement”) by and among SOVEREIGN BANK (the “Bank”) and MEDICAL SOLUTIONS MANAGEMENT, INC., a Nevada corporation, having its
principal place of business at 237 Cedar Hill Street, Marlborough, Massachusetts 01752 (the “Borrower”). Capitalized terms used and not defined in this Amendment shall have the meanings ascribed to them in the Loan Agreement. 

RECITALS 
 The Borrower and the Bank have mutually agreed
to amend the Loan Agreement to extend the Maturity Date of the Revolving Credit Facility. The Bank is willing to so amend the Revolving Credit Facility on the additional terms and conditions set forth in this Amendment. 
 AGREEMENT 
 In consideration of the foregoing, of the
undertakings of the Borrower and the Bank herein, and for other good and valuable consideration, receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows: 
 1. The second paragraph of Section 1.1 of the Loan Agreement shall be amended to read as follows: 
 “1.1 (a) Maturity of Loan. The Borrower’s right to request Loans under the Credit Agreement shall terminate on February 14,
2009 (the “Maturity Date”). All Loans shall be due and payable in full on said Maturity Date. 
 2. The Borrower confirms that the outstanding
principal balance under the line of credit is $3,000,000.00 as of December 23, 2008. 
 3. In consideration for this amendment, the Borrower
agrees to pay to the Bank a non-refundable Extension Fee of $3,000.00, which shall be due and payable on January 2, 2009. 
 4. The Borrower
represents and warrants to the Bank that all of the representations and warranties made by the Borrower in the Loan Agreement and other Loan Documents are and continue to be true and correct on the date hereof, except for any representation or
warranty which expressly refers to an earlier date, and that it is in compliance with the covenants and agreements contained in the Loan Agreement. 
 5. The
Borrower further represents and warrants that this Amendment is a valid and binding obligation of the Borrower, enforceable against the Borrower in accordance with its terms, except as may be affected by bankruptcy and other similar laws of general
application affecting the rights and remedies of creditors. 







 6. Except as otherwise expressly provided in this Amendment, nothing in this Amendment shall extend to or affect in any
way any of the Obligations or any of the rights and remedies of the Bank arising under the Loan Agreement and other Loan Documents, and the Bank shall not be deemed to have waived any or all of such rights and remedies with respect to any Event of
Default or event or condition which, with notice or the lapse of time, would become an Event of a Default and which, upon the Borrower’s execution and delivery of this Amendment, might otherwise exist or which might hereafter occur. 

7. By execution of this Amendment, the Borrower acknowledges and confirms that it does not, as of the date of this Amendment, have any offsets, defenses or claims
against the Bank, or any of its officers, agents, directors or employees whether asserted or unasserted to payment and performance when due of the Obligations. 
 8. The Borrower acknowledges and agrees that it shall immediately pay to the Bank for reimbursement the full amount of all reasonable out-of-pocket costs and expenses of the Bank incurred by the Bank in preparation and documentation of this
Amendment and all documents ancillary hereto or incurred by the Bank after the date of this Amendment in connection with administration of the Obligations or enforcement of any rights of the Bank under the Loan Agreement and other Loan Documents or
otherwise in respect of any of the Obligations. 
 9. If any clause or provision of this Amendment is determined to be illegal, invalid or unenforceable
under any present or future law by the final judgment of a court of competent jurisdiction, the remainder of this Amendment will not be affected thereby. It is the intention of the parties that if any such provision is held to be invalid, illegal or
unenforceable, there will be added in lieu thereof an enforceable provision as similar in terms to such provision as is possible, and that such added provision will be legal, valid and enforceable. 
 10. This Amendment is delivered to the Bank in the Commonwealth of Massachusetts and it is the desire and intention of the parties that this Amendment and the Loan
Documents be in all respects interpreted according to the laws of the Commonwealth of Massachusetts. The Borrower specifically and irrevocably consents to the personal and subject matter, jurisdiction and venue of the federal and state courts of the
Commonwealth of Massachusetts with respect to all matters concerning this Amendment or the Loan Documents or the enforcement of any of the foregoing. 
 Executed and delivered as of December 23, 2008. 
  

									
	WITNESS	 		 	BORROWER
		 		 		 	MEDICAL SOLUTIONS MANAGEMENT, INC.
				
	 /s/ Richard White
	 		 	By:	 	 /s/    EJ Mclean

		 		 		 	Name:	 	EJ McLean
		 		 		 	Title:	 	Vice President and Controller
				
		 		 		 	BANK
		 		 		 	SOVEREIGN BANK
				
	 /s/ Angela Pecjo
	 		 	By:	 	 /s/ Joseph Massimo

		 		 		 	Name:	 	Joseph Massimo
		 		 		 	Title:	 	Senior Vice President