THIRD AMENDMENT TO CREDIT AGREEMENT

THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “ Amendment ”), dated as of April 24, 2009, is by and among  CENVEO CORPORATION, a Delaware corporation (the “ Borrower ”),  CENVEO, INC., a Colorado corporation (“ Holdings ”),   the financial institutions listed on the signature pages of this Amendment as “Lenders” (the “ Lenders ”), and BANK OF AMERICA, N.A. , as administrative agent on behalf of the Lenders under the Credit Agreement (as hereinafter defined) (in such capacity, the “ Administrative Agent ”), Swing Line Lender and L/C Issuer (as such terms are defined in the Credit Agreement).

WHEREAS , the Borrower, Holdings, the Lenders and the Administrative Agent are parties to that certain Credit Agreement dated as of June 21, 2006, as amended by the First Amendment to Credit Agreement, dated as of March 7, 2007, and the Second Amendment to Credit Agreement, dated as of August 27, 2007 (as so amended and as further amended, modified, extended, restated, replaced, or supplemented from time to time to but excluding the date hereof, the “ Existing Credit Agreement ”);

WHEREAS , the Borrower has requested that the Required Lenders amend certain provisions of the Credit Agreement; and

WHEREAS , the Required Lenders are willing to make such amendments to the Credit Agreement, subject to the terms and conditions set forth herein.

NOW, THEREFORE , in consideration of the agreements hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto agree as follows:

1.1                       Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Existing Credit Agreement as amended hereby (as so amended and as otherwise amended, modified, extended, restated, replaced, or supplemented from time to time, the “ Credit Agreement ”).

2.1                        Amendments to Credit Agreement .   Subject to the satisfaction of the conditions precedent set forth in Section 4.1 below, from and after the Third Amendment Effective Date (as hereinafter defined), the Existing Credit Agreement is hereby amended as follows:

“ Applicable Commitment Fee Percentage ” means, at any time, in respect of the Revolving Credit Facility, (a) from the Closing Date to the Third Amendment Effective Date, the rate per annum determined in accordance with the definition of “Applicable Commitment Fee Percentage” set forth in this Section 1.01 prior to the effectiveness of the Third Amendment and (b) thereafter, 0.75% per annum.

“ Applicable Rate ” means, in respect of each Facility, (a) from the Closing Date to the Third Amendment Effective Date, the rate per annum determined in accordance with the definition of “Applicable Rate” set forth in this Section 1.01 prior to the effectiveness of the Third Amendment and (b) thereafter, the applicable percentage per annum set forth below determined by reference to the Consolidated Leverage Ratio as set forth in the most recent Compliance Certificate received by the Administrative Agent pursuant to Section 6.02(b) :

Any increase or decrease in the Applicable Rate resulting from a change in the Consolidated Leverage Ratio shall become effective as of the first Business Day immediately following the date a Compliance Certificate is delivered pursuant to Section  6.02(b) ; provided , however , that if a Compliance Certificate is not delivered when due in accordance with such Section, then Pricing Level 1 shall apply as of the first Business Day after the date on which such Compliance Certificate was required to have been delivered ( provided , that on the first Business Day immediately following the date on which such Compliance Certificate is delivered to the Administrative Agent, any such increase or decrease in the Applicable Rate resulting from a change in the Consolidated Leverage Ratio shall become effective).

(e)   The definition of “ Base Rate ” contained in Section 1.01 of the Existing Credit Agreement is amended and restated in its entirety as follows:

“ Base Rate ” means, for any day, a fluctuating rate per annum equal to the highest of (a) the Federal Funds Rate plus 1/2 of 1%, (b) the rate of interest in effect for such day as publicly announced from time to time by Bank of America as its “prime rate,” and (c) the Eurodollar Rate for an Interest Period of one month plus 1.00%.  The “prime rate” is a rate set by Bank of America based upon various factors including Bank of America’s costs and desired return, general economic conditions and other factors, and is used as a reference point for pricing some loans, which may be priced at, above, or below such announced rate.  Any change in the Base Rate due to a change in the “prime rate” or the Federal Funds Rate shall take effect at the opening of business on the day specified in the public announcement of such change.  For the purposes of subsection (c) above, the Eurodollar Rate shall be determined daily and any change in the Eurodollar Rate shall take effect on the day of such change.

31, 2010 ( provided , for the avoidance of doubt, that any of the foregoing amounts not incurred during the fiscal year specified in clauses (A) – (C) may not be carried over in any succeeding fiscal year)”.

(g)   The definition of “ Defaulting Lender ” in Section 1.01 of the Existing Credit Agreement is amended and restated in its entirety as follows:

“ Defaulting Lender ” means any Lender (i) that has failed to fund any portion of the Loans required to be funded by it hereunder (each such Loan, a “ Defaulted Loan ”) within three Business Days of the date required to be funded by it hereunder, (ii) that has otherwise failed to pay over to the Administrative Agent, the Swing Line Lender, the L/C Issuer or any other Lender any other amount required to be paid by it hereunder (each such payment, a “ Defaulted Payment ”) within three Business Days of the date when due, unless the subject of a good faith dispute, or (iii) as to which a Distress Event has occurred, in each case in clauses (i) and (ii) above, for so long as the applicable Default Period is in effect.

“ Eurodollar Rate ” means, for any Interest Period with respect to a Eurodollar Rate Loan, the rate per annum equal to the British Bankers Association LIBOR Rate (“ BBA LIBOR ”), as published by Reuters (or other commercially available source providing quotations of BBA LIBOR as designated by the Administrative Agent from time to time) at approximately 11:00 a.m., London time, two Business Days prior to the commencement of such Interest Period, for Dollar deposits (for delivery on the first day of such Interest Period) with a term equivalent to (i) such Interest Period or (ii) three (3) months, whichever results in the higher Eurodollar Rate.

substituting therefor the new phrase “in the Assignment and Assumption or the Accession and Amendment Agreement pursuant to which such Lender becomes a party hereto”.

(l)   The following new definitions are added to Section 1.01 of the Existing Credit Agreement in the appropriate alphabetical order:

“ Accession and Amendment Agreement ” means an Accession and Amendment Agreement entered into by a New Lender, the Administrative Agent and the Borrower, in substantially the form of Exhibit M .

“ Default Amount ” means, with respect to any Revolving Credit Lender that is a Defaulting Lender, the aggregate Outstanding Amount of the Defaulted Loans (if any) of such Defaulting Lender.

“ Default Period ” means, with respect to any Defaulting Lender (in the case of clauses (i), (ii) and (iii) below) or any Impacted Lender (in the case of clause (iv) below),

(i)           in the case of any Defaulted Loan, the period commencing on the date the applicable Defaulted Loan was required to be extended to the Borrower under this Agreement and ending on the earlier to occur of the following: (x) the date on which (A) the Default Amount with respect to such Defaulting Lender has been reduced to zero and (B) such Defaulting Lender shall have delivered to the Borrower and the Administrative Agent a written reaffirmation (in form and substance satisfactory to the Borrower and the Administrative Agent) of its intention to honor all of its obligations as a Lender under this Agreement and the other Loan Documents (including, without limitation, its obligations hereunder with respect to its Commitment); and (y) the date on which the Borrower (so long as no Event of Default has occurred and is continuing), the Administrative Agent and the Required Lenders (and not including such Defaulting Lender in any such determination) agree (in their sole and absolute discretion) in writing to suspend or terminate the Default Period with respect to the Defaulted Loans such Defaulting Lender ( provided , that any such suspension shall be in effect only for such period as may be agreed by such Persons, and the Default Period with respect to the Defaulted Loans of such Defaulting Lender shall resume immediately following the end of such period);

(ii)           in the case of any Defaulted Payment, the period commencing on the date the applicable Defaulted Payment was required to have been paid to the Administrative Agent, the Swing Line Lender, the L/C Issuer or any other Lender under this Agreement and ending on the earlier to occur of the following: (x) the date on which (A) such Defaulted Payment has been paid (whether by the funding of such Defaulted Payment by such Defaulting Lender or by the application of any amount pursuant to Section

11.23(a)) to the Administrative Agent, the Swing Line Lender, the L/C Issuer or such other Lender (or, to the extent that the Borrower was required to pay such Defaulted Payment to any such Person pursuant to the terms of this Agreement, to the Borrower), as applicable, together with  interest thereon for each day from and including the date such Defaulted Payment was required to have been paid by such Defaulting Lender to but excluding the date of payment thereof, at the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with its then-applicable policies regarding interbank compensation and (B) such Defaulting Lender shall have delivered to the Borrower and the Administrative Agent a written reaffirmation (in form and substance satisfactory to the Borrower and the Administrative Agent) of its intention to honor all of its obligations as a Lender under this Agreement and the other Loan Documents (including, without limitation, its obligations hereunder with respect to such payments; and (y) the date on which the Borrower (so long as no Event of Default has occurred and is continuing), the Administrative Agent, the Swing Line Lender, the L/C Issuer and any such other Lender agree (in their sole and absolute discretion) in writing to suspend or terminate the Default Period with respect to the Defaulted Payments of such Defaulting Lender ( provided , that any such suspension shall be in effect only for such period as may be agreed by such Persons, and the Default Period with respect to the Defaulted Payments of such Defaulting Lender shall resume immediately following the end of such period);

(iii) in the case of any Distress Event determined by the Administrative Agent (in its good faith judgment) or the Required Lenders (in their respective good faith judgment) to exist with respect to such Defaulting Lender (it being understood and agreed that the Administrative Agent shall make such determination promptly after being requested to do so by the Borrower or any Lender), the period commencing on the date that the applicable Distress Event was so determined to exist and ending on the earlier to occur of the following: (x) the date on which (A) such Distress Event is determined by the Administrative Agent (in its good faith judgment) or the Required Lenders (in their respective good faith judgment) to no longer exist and (B) such Defaulting Lender shall have delivered to the Borrower and the Administrative Agent a written reaffirmation (in form and substance satisfactory to the Borrower and the Administrative Agent) of its intention to honor all of its obligations as a Lender under this Agreement and the other Loan Documents (including, without limitation, its obligations hereunder with respect to its Commitment); and (y) such date as the Borrower (so long as no Event of Default has occurred and is continuing), the Administrative Agent, the Swing Line Lender and the L/C Issuer agree (in their sole and absolute discretion) in writing  to suspend or terminate the Default Period with

respect to the Distress Event applicable to such Defaulting Lender ( provided , that any such suspension shall be in effect only for such period as may be agreed by such Persons, and the Default Period with respect to the Distress Event applicable to such Defaulting Lender shall resume immediately following the end of such period); and

(iv) the period commencing on the date of the event giving rise to such Lender’s status as an Impacted Lender (each, an “ Impacted Lender Event ”) and ending on the earlier to occur of (x) the date on which (A) such Impacted Lender Event is determined by (1) the Borrower (in its good faith judgment) and (2) the Administrative Agent (in its good faith judgment) or the Required Revolving Lenders (in their respective good faith judgment) to no longer exist and (B) such Impacted Lender shall have delivered to the Borrower and the Administrative Agent a written reaffirmation (in form and substance satisfactory to the Borrower and the Administrative Agent) of its intention to honor all of its obligations as a Lender under this Agreement and the other Loan Documents (including, without limitation, its obligations hereunder with respect to its Commitment), and (y) such date as the Borrower (so long as no Event of Default has occurred and is continuing), the Administrative Agent, the Swing Line Lender and the L/C Issuer agree (in their sole and absolute discretion) in writing to suspend or terminate the Default Period with respect to the Impacted Lender Event applicable to such Impacted Lender (provided, that any such suspension shall be in effect only for such period as may be agreed by such Persons, and the Default Period with respect to the Impacted Lender Event applicable to such Impacted Lender shall resume immediately following the end of such period).

“ Defaulted Loan ” has the meaning specified in the definition of “ Defaulting Lender ”.

“ Defaulted Payment ” has the meaning specified in the definition of “ Defaulting Lender ”.

“ Designated Lenders ” means the collective reference to (a) any Defaulting Lenders and (b) any Impacted Lenders with respect to which the Borrower has been required to provide cash collateral or other credit support to the L/C Issuer or the Swing Line Lender, as the case may be, or otherwise as a result of which the Borrower cannot obtain a Letter of Credit or a Swing Line Loan hereunder.

“ Distress Event ” means, with respect to any Person (each, a “ Distressed Person ”), (i) a voluntary or involuntary case (or comparable proceeding) has been commenced with respect to such Person under any Debtor Relief Law, (ii) a custodian, conservator, receiver or similar official has been appointed for such Person or for any substantial part of such Person’s assets, or (iii) such Person has made a general assignment for the benefit of creditors or has otherwise been

adjudicated as, or determined by any Governmental Authority having regulatory authority over such Person or its assets to be, insolvent or bankrupt; provided , that a Lender shall not be a Distressed Person solely as the result of the acquisition or ownership of an equity interest in such Lender or any Person controlling such Lender or the exercise of control over a Lender or any Person controlling such Lender by a Governmental Authority or instrumentality thereof .

“ Distressed Person ” has the meaning specified in the definition of “ Distress Event ”.

“ Impacted Lender ” means any Revolving Credit Lender (a) that has given written notice to the Borrower, the Administrative Agent, the Swing Line Lender, the L/C Issuer or any Lender or has otherwise publicly announced that such Revolving Credit Lender believes it will become, or that fails following inquiry promptly to provide to the Borrower, the Administrative Agent, the Swing Line Lender or the L/C Issuer making such inquiry reasonably satisfactory assurance that such Revolving Credit Lender will not become, a Defaulting Lender, (b) as to which the Borrower, the Administrative Agent, the Swing Line Lender or the L/C Issuer has a good faith belief that such Revolving Credit Lender has defaulted more than once in fulfilling its funding obligations (as a lender, letter of credit issuer or issuer of bank guarantees and including, but not limited to, funding or paying when due loan requests, swing line participations, letter of credit participations, pro rata sharing obligations and expense and indemnification obligations) under any other syndicated credit facility and such Revolving Credit Lender shall not have provided assurances satisfactory to the Borrower, the Administrative Agent, the Swing Line Lender and the L/C Issuer that despite such defaults such Revolving Credit Lender will not become a Defaulting Lender hereunder, (c) as to which a Distress Event has occurred with respect to any Affiliate of such Revolving Credit Lender that directly or indirectly controls such Revolving Credit Lender or (d) after the Third Amendment Effective Date, as to which such Revolving Credit Lender or any Affiliate of such Revolving Credit Lender that directly or indirectly controls such Revolving Credit Lender has consummated or entered into a commitment to consummate a forced (in the good faith judgment of the Administrative Agent) liquidation, merger, sale of assets or other transaction resulting, in the good faith judgment of the Administrative Agent, in a change of ownership or operating control of such Person supported in whole or in part by guaranties, assumption of liabilities or other comparable credit support of (including without limitation the nationalization or assumption of ownership or operating control by) any Governmental Authority and the Administrative Agent (in its good faith judgment) or the Required Lenders (in their respective good faith judgment) believe that such event increases the risk that such Revolving Credit Lender could default in performing its obligations hereunder for so long as the Administrative Agent (in its good faith judgment) or the Required Lenders (in their respective good faith judgment) so believe (it being understood and agreed that the Administrative Agent shall make any

determination under this clause (d) promptly after being requested to do so by the Borrower or any Lender); provided , that no Revolving Credit Lender shall be an Impacted Lender solely as the result of the acquisition or ownership of an equity interest in such Revolving Credit Lender or any Person controlling such Revolving Credit Lender or the exercise of control over such Revolving Credit Lender or any Person controlling such Revolving Credit Lender by a Governmental Authority or instrumentality thereof.

“ Increasing Lender ” has the meaning specified in Section 2.01(d) .

“ Increasing Lender Agreement ” means an Increasing Lender Agreement entered into by an Increasing Lender, the Administrative Agent and the Borrower, in substantially the form of Exhibit N .

“ New Lender ” has the meaning specified in Section 2.01(c) .

“ Pro Forma Adjustment Compliance Certificate ” means a certificate substantially in the form of Exhibit O .

“ Third Amendment ” means the Third Amendment to Credit Agreement, dated as of April 24, 2009, by and among the Borrower, Holdings, the Lenders party thereto, the Administrative Agent, the Swing Line Lender and the L/C Issuer.

“ Third Amendment Effective Date ” means April 24, 2009.

(m)   Section 1.03(c)(i) of the Existing Credit Agreement is amended by deleting the phrase “under the definitions of “Applicable Rate” and “Applicable Commitment Fee Percentage”” in its entirety and substituting therefor the new phrase “under the definition of “Applicable Rate””.

(n)   The last sentence of Section 1.03(c) of the Existing Credit Agreement is amended and restated in its entirety to read as follows:

“Pro Forma Basis” may also include such adjustments for expected cost savings as forecasted by the Borrower in a reasonable manner with appropriate supporting documentation and representations by management, reasonably satisfactory to the Administrative Agent; provided , that following the Third Amendment Effective Date, (i) “Pro Forma Basis” shall not include any expected cost savings arising from (A) any Acquisition of property by any Loan Party or any of its Subsidiaries from any Affiliate thereof or (B) any Disposition of any Property by any Loan Party or any of its Subsidiaries to any Affiliate thereof, and (ii) prior to taking into account any such expected cost savings in calculating any financial ratio or financial amount pursuant to this paragraph, the Borrower shall deliver to the Administrative Agent a Pro Forma Adjustment Compliance Certificate.

(b)           Notwithstanding anything in Section 11.01 to the contrary, this Agreement may be amended, pursuant to subsection (c) and/or subsection (d) below, from time to time following the Third Amendment Effective Date and during the Availability Period, to increase the Revolving Credit Commitments, at the discretion of the Borrower, pursuant to one or more Accession and Amendment Agreements and/or Increasing Lender Agreements, as applicable, entered into by the Borrower, the Administrative Agent and each Eligible Assignee that shall agree to prov