Exhibit 10.1
FIRST AMENDMENT AND WAIVER TO CREDIT AGREEMENT
This
First Amendment and Waiver to Credit Agreement (the “First
Amendment”) is made as of the 30 day of April, 2008 by
and between Bank of America, N.A. (the “Lender”), a
national banking association with offices at 100 Federal Street,
Boston, Massachusetts 02110 and iRobot Corporation, a Delaware
corporation with its principal place of business at 63 South
Avenue, Burlington, Massachusetts 01803 ( the
“Borrower”) in consideration of the mutual covenants
contained herein and benefits to be derived herefrom:
W
I T N E S S E T H
WHEREAS,
the Lender and the Borrower, have entered into a certain loan
arrangement, which loan arrangement is evidenced by, among other
documents and instruments, a certain Credit Agreement dated
June 5, 2007 (the “Agreement”);
WHEREAS,
Borrower and the Lender have agreed to amend certain terms and
provisions of the Agreement and waive certain covenants all as set
forth herein.
NOW,
THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the Lender and the
Borrower hereby agree as follows:
1. All capitalized terms not
otherwise defined herein shall have the same meaning as defined in
the Agreement.
2. The definition of Commitment
in Section 1.01 of the Agreement is hereby amended by deleting
the reference to “Thirty Five Million ($35,000,000)
Dollars” and replacing it with “Forty Five Million
($45,000,000) Dollars”.
3. The definition of Current
Assets in Section 1.01 of the Agreement is hereby supplemented
by