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AMENDMENT AND AFFIRMATION OF
GUARANTY
This AMENDMENT AND
AFFIRMATION OF GUARANTY (the “Affirmation”) is made as
of May 2, 2007, by the undersigned (“Guarantor”)
for the benefit of COMERICA BANK (“Bank”).
Bank, SAFEGUARD
DELAWARE, INC. and SAFEGUARD SCIENTIFICS (DELAWARE), INC.
(collectively, the “Borrower”) are parties to that
certain Loan Agreement dated as of May 10, 2002, as amended
from time to time (the “Loan Agreement”). Guarantor
executed for the benefit of Bank an Unconditional Guaranty dated as
of even date with the Loan Agreement (the “Guaranty”),
guarantying amounts owing by Borrower to Bank. Borrower and Bank
propose to enter into a Ninth Amendment to Loan Agreement of even
date herewith (the “Amendment”), which amends the Loan
Agreement by issuing additional credit and extending the maturity
date thereof. Bank has agreed to enter into the Amendment provided,
among other things, that Guarantor consents to the Amendment and
related documents and agrees that the Guaranty will remain
effective with respect to all of the Borrower’s Obligations
(as defined in the Loan Agreement) as modified by the Amendment and
otherwise.
NOW, THEREFORE,
the parties agree as follows:
1. The last
sentence of the introductory paragraph of the Guaranty is amended
to read as follows: “The lia
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