Common use of TELEPHONE REQUEST Clause in Contracts

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- Received By (Bank) Phone # --------------------------------------------- Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA BANK - CALIFORNIA FROM: THE MEDICINES COMPANY The undersigned authorized officer of THE MEDICINES COMPANY hereby certifies that in accordance with the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "Agreement"), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct as of the date hereof. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMN. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements Monthly within 30 days Yes No Annual (CPA Audited) FYE within 90 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days Yes No Annual Budget FYE within 90 days Yes No 10K and 10Q (as applicable) Yes No

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- _______________________________________ ______________________________ Authorized Requester Phone # --------------------------------------------------- ----------------------- _______________________________________ ______________________________ Received By (Bank) Phone # --------------------------------------------- ___________________________ Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: THE MEDICINES COMPANY CORILLIAN CORPORATION The undersigned authorized officer of THE MEDICINES COMPANY hereby Corillian Corporation ("Borrower") certifies that in accordance with under the terms and conditions of the Amended and Restated Loan and Security Agreement between Borrower and Bank (the "Agreement"), (i) Borrower is in complete compliance for the period ending ending______________________________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct as of the date hereofin all material respects on this date. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMN. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly ------------ Annual (Audited) financial statements Monthly FYE within 30 120 days Yes No Annual (CPA Audited) FYE Quarterly 10Q report & CC Quarterly within 90 5 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days of filing Yes No Annual Budget FYE 10K report & CC Annually within 90 5 days of filing Yes No All other SEC filings than 10Q& 10K and 10Q (as applicable) Within 5 days of filing Yes NoNo FINANCIAL COVENANT REQUIRED ACTUAL COMPLIES ------------------ -------- ------ -------- Maintain on a Quarterly Basis:

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- Received By (Bank) Phone # --------------------------------------------- Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA 3▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: THE MEDICINES COMPANY THRESHOLD PHARMACEUTICALS, INC. 9▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ The undersigned authorized officer of THE MEDICINES COMPANY hereby Threshold Pharmaceuticals, Inc. (“Borrower”) certifies that in accordance with under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "“Agreement"”), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct as of the date hereofin all material respects on this date. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMNThe Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements + CC Monthly within 30 days Yes No Annual (CPA Audited) FYE within 90 120 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days Comments Regarding Exceptions: See Attached. BANK USE ONLY Received by: ________________________________________ Sincerely, AUTHORIZED SIGNER THRESHOLD PHARMACEUTICALS, INC. Date: ______________________________________________ Verified: ___________________________________________ SIGNATURE Date: ______________________________________________ TITLE Compliance Status: Yes No Annual Budget FYE within 90 days Yes No 10K Date I, the Secretary or Assistant Secretary of Threshold Pharmaceuticals, Inc. (“Borrower”), CERTIFY that Borrower is a corporation existing under the laws of the State of Delaware. I certify that at a meeting of Borrower’s Directors (or by other authorized corporate action) duly held the following resolutions were adopted. It is resolved that any one of the following officers of Borrower, whose name, title and 10Q signature is below: ___________________________________ _________________________________ _________________________________ ___________________________________ _________________________________ _________________________________ ___________________________________ _________________________________ _________________________________ ___________________________________ _________________________________ _________________________________ may act for Borrower and: Borrow Money. Borrow money from Silicon Valley Bank (as applicable) Yes No“Bank”). Execute Loan Documents. Execute any loan documents Bank requires.

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- _______________________________________________________________________________________________________________________ Authorized Requester Phone # --------------------------------------------------- ----------------------- _______________________________________________________________________________________________________________________ Received By (Bank) Phone # --------------------------------------------- _______________________________________________________________________________________________________________________ Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA FROM: THE MEDICINES COMPANY XENOGEN CORPORATION ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ The undersigned authorized officer of THE MEDICINES COMPANY hereby XENOGEN CORPORATION (“Borrower”) certifies that in accordance with under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "“Agreement"”), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct as in all material respects on this date. In addition, the undersigned authorized officer of the date hereofBorrower certifies that Borrower and each Subsidiary (i) has timely filed all required tax returns and paid, or made adequate provision to pay, all material taxes, except those being contested in good faith with adequate reserves under GAAP and (ii) does not have any legal actions pending or threatened against Borrower or any Subsidiary which Borrower has not previously notified in writing to Bank. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMNThe Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements + CC Monthly within 30 days Yes No Annual (CPA Audited) FYE within 90 120 days Yes No Management Letter from Borrower's CPA firm A/R, A/P Agings, Deferred Revenue Schedule Monthly within 30 days after last day of month Yes No Financial Projections Initial and FYE within 90 45 days Yes No A/R Audit Annual Budget FYE within 90 days Yes No 10K Modified Quick Ratio 2.00:1.00 :1.00 Yes No Remaining Months Liquidity Ratio 6.00:1.00* :1.00 Yes No * 4.00:1.00 until October 31, 2005 Borrower only has deposit accounts located at the following institutions: . Comments Regarding Exceptions: See Attached. Sincerely, XENOGEN CORPORATION SIGNATURE TITLE DATE THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT is entered into on the above date among SILICON VALLEY BANK (“Silicon”), whose address is ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Xenogen Corporation (the “Parent”), whose chief executive office is located at the above address (“Parent’s Address”) and 10Q its wholly owned subsidiary, Xenogen Biosciences Corporation (as applicable“XBC”), whose chief executive office is located at the above address (“XBC’s Address”) Yes No(Parent and XBC are individually each a “Borrower”, and separately and collectively, the “Borrowers”). The Schedule to this Agreement (the “Schedule”) shall for all purposes be deemed to be a part of this Agreement, and the same is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 8 below.) This Agreement shall only become effective upon the occurrence of a Threshold Event in accordance with Section 9.19.

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- Received By (Bank) Phone # --------------------------------------------- Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: THE MEDICINES COMPANY SABA SOFTWARE, INC. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ The undersigned authorized officer of THE MEDICINES COMPANY hereby SABA SOFTWARE, INC. (“Borrower”) certifies that in accordance with under the terms and conditions of the Amended and Restated Loan and Security Agreement between Borrower and Bank (as further amended, restated, or otherwise modified from time to time, the "“Agreement"”), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct as of the date hereofin all material respects on this date. Attached herewith are the required documents supporting the above certification. In addition, the undersigned authorized officer of Borrower certifies that Borrower and each of its Subsidiaries (x) has timely filed all required tax returns and paid, or made adequate provision to pay, all material taxes, except those being contested in good faith with adequate reserves under Generally Accepted Accounting Principles (“GAAP”) and (y) does not have any legal actions pending or threatened against Borrower or any Subsidiary which Borrower has not previously notified in writing to Bank. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMNThe Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements + CC Monthly within 30 45 days Yes No Annual (CPA Audited) FYE within 90 120 days Yes No Management Letter from Borrower's CPA firm FYE within 90 SEC Filings not available on ▇▇▇▇▇ Within 5 days after filing with SEC Yes No Annual Budget Financial Projections FYE within 90 45 days Yes No 10K and 10Q (as applicable) Yes No

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- Received By (Bank) Phone # --------------------------------------------- Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA FROM: THE MEDICINES COMPANY 3D Systems Corporation ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ 91355 The undersigned authorized officer of THE MEDICINES COMPANY hereby 3D Systems Corporation (“Borrower”) certifies that in accordance with under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "“Agreement"”), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct in all material respects as of the date hereofof this certificate. In addition, the undersigned authorized officer of Borrower certifies that Borrower and each Subsidiary (i) has timely filed all required tax returns and paid, or made adequate provision to pay, all material taxes, except those being contested in good faith with adequate reserves under GAAP and (ii) does not have any legal actions pending or threatened against Borrower or any Subsidiary which Borrower has not previously notified in writing to Bank. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMNThe Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly Quarterly financial statements Monthly + CC Quarterly within 30 45 days Yes No Annual (CPA Audited) FYE within 90 days Yes No Management Letter from Borrower's CPA firm Annual Projections Within 30 days after FYE within 90 days Yes No Annual Budget FYE within 90 days Yes No 10K and 10Q (as applicable) Yes No

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- ( )____________________________ Received By (Bank) Phone # --------------------------------------------- ( )____________________________ Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA FROM: THE MEDICINES COMPANY VERSATILITY, INC. The undersigned authorized officer of THE MEDICINES COMPANY VerSatility hereby certifies that in accordance with the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "Agreement"), (i) Borrower is in complete compliance for the period ending _______________ ______, 1997 with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct in all material respects as of the date hereof. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YESThe Officer expressly acknowledges that h no borrowings may be requested by the Borrower at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that such compliance is determined not just at the date this certificate is delivered. Please indicate compliance status by circling Yes/NO UNDER No under "COMPLIESComplies" COLUMN. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements Monthly within 30 days Yes No Annual (CPA Audited) FYE within 90 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days Yes No Annual Budget FYE within 90 days Yes No 10K and 10Q (as applicable) Yes Nocolumn.

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- Received By (Bank) Phone # --------------------------------------------- Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: THE MEDICINES COMPANY QUICKLOGIC CORPORATION ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ The undersigned authorized officer of THE MEDICINES COMPANY hereby QuickLogic Corporation (“Borrower”) certifies that in accordance with under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "“Agreement"”), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct in all material respects on this date, except for representations and warranties made as of the date hereofa specific earlier date, which are to be true and correct in all material respects as of such earlier date. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter letter, footnotes or footnotesyear end adjustments. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YESThe Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Please indicate compliance status by circling Yes/NO UNDER "COMPLIES" COLUMNNo under “Complies” column. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements + CC Monthly within 30 45 days Yes No Annual (CPA Audited) Annual within 120 of FYE within 90 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days Board Approved Projections Prior to December 20th Yes No Annual Budget FYE within 90 Accounts Payable and Accounts Receivable Listings Within 30 days of the end of each month Yes No 10-Q, 10-K and 10Q 8-K Within 5 days after filing with SEC Yes No Minimum Tangible Net Worth Monthly; $31,000,000 Yes No Quick Ratio (as applicableAdjusted) 1.55to 1.00 Yes NoNo Have there been updates to Borrower’s intellectual property, if appropriate? Yes No Comments Regarding Exceptions: See Attached. Sincerely, QuickLogic Corporation SIGNATURE TITLE DATE Received by: AUTHORIZED SIGNER Date: Verified: AUTHORIZED SIGNER Date: Compliance Status: Yes No I, the Secretary or Assistant Secretary of QuickLogic Corporation (“Borrower”), CERTIFY that Borrower is a corporation duly organized and existing under the laws of the State of Delaware. I certify that at a meeting of Borrower’s Board of Directors (or by other authorized corporate action) duly held, the following resolutions were adopted: It is resolved that any one of the following officers of Borrower, whose name, title and signature is below:

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- ----------------------------------- ---------------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- ----------------------------------- ---------------------------- Received By (Bank) Phone # --------------------------------------------- -------------------------------------- Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA FROM: THE MEDICINES COMPANY E-LOAN, INC. The undersigned authorized officer of THE MEDICINES COMPANY E-Loan, Inc. hereby certifies that in accordance with the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "Agreement"), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct in all material respects as of the date hereof. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The Officer expressly acknowledges that no borrowings may be requested by Borrower at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that such compliance is determined not just at the date this certificate is delivered. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMN. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements Monthly within 30 days Yes No Annual (CPA Audited) FYE within 90 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days Yes No Annual Budget FYE within 90 120 days Yes No 10-Q, 10-K and 10Q 8-K Within 5 days after filing with SEC Yes No FINANCIAL COVENANT REQUIRED ACTUAL COMPLIES Maintain on the following Basis: Minimum Quick Ratio (as applicableMonthly) 2.0:1.0 _____:1.0 Yes No Liquidity Ratio (Monthly)(1) 2.0:1.0 _____:1.0 Yes No Minimum Debt Service(Quarterly)(2) 1.5:1.0 _____:1.0 Yes No

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- Received By Name(s): [NAME OF BORROWER(S)] Date: $ credited to deposit account No. when Advances are requested or disbursed to Borrower by cheque or wire transfer Amounts paid to others on your behalf: $ to Comerica Bank counsel fees and expenses $ to Comerica Bank for closing fee $ to $ TOTAL (BankAMOUNT FINANCED) Phone # --------------------------------------------- Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: Upon consummation of this transaction, this document will also serve as the authorization for COMERICA BANK - CALIFORNIA FROMto disburse the loan proceeds as stated above. By: THE MEDICINES COMPANY Name: — Title: — Please send all Required Reporting to: Comerica Bank Technology & Life Sciences Division Suite 2210, South Tower Royal ▇▇▇▇ ▇▇▇▇▇, ▇.▇. ▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Attention: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇, Vice President Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ The undersigned authorized officer Officer of THE MEDICINES COMPANY Borrowers, hereby certifies that in accordance with the terms and conditions of the Loan and Security Agreement between Borrower among Borrowers and Bank (the "“Agreement"”), (i) Borrower is Borrowers are in complete compliance for the period ending _______________ with all required covenants covenants, including without limitation the ongoing registration of intellectual property rights in accordance with Section 6.8, except as noted below and (ii) all representations and warranties of Borrower Borrowers stated in the Agreement are true and correct in all material respects as of the date hereof. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YESPlease indicate compliance status by circling Yes/No under “Complies” or “Applicable” column. Company Prepared F/S Monthly, within 45 days YES NO UNDER "COMPLIES" COLUMNCompliance Certificate Monthly, within 45 days YES NO CPA Audits, Unqualified F/S Annually, within 150 days of FYE YES NO Borrowing Base Cert., A/R, A/P Agings and Eligible Recurring Revenue and Collections Report Monthly, within 45 days YES NO Annual Business Plan (incl. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements Monthly operating budget) Annually, within 30 45 days Yes of FYE YES NO Intellectual Property Report Quarterly within 45 days YES NO Audit Semi-annual YES NO If Public: 10-Q Quarterly, within 5 days of SEC filing (50 days) YES NO 10-K Annually, within 5 days of SEC filing (95 days) YES NO Total amount of Borrowers’ cash and investments Amount: $ YES NO Total amount of Borrowers’ cash and investments maintained with Bank Amount: $ YES NO Legal Action > $500,000 Notify promptly upon notice YES NO Inventory Disputes > $100,000 Notify promptly upon notice YES NO Mergers & Acquisitions Notify promptly upon notice YES NO Cross default with other agreements > $500,000 Notify promptly upon notice YES NO Judgement > $500,000 Notify promptly upon notice YES NO Permitted Indebtedness for equipment leases <$3,000,000 YES NO Permitted Investments for stock repurchase <$100,000 YES NO Permitted Investments for subsidiaries <$500,000 YES NO Permitted Investments for employee loans <$500,000 YES NO Permitted Investments for joint ventures <$100,000 YES NO Permitted Liens for equipment leases <$1,000,000 YES NO Permitted Transfers <$500,000 YES NO Please Enter Below Comments Regarding Violations: The Officer further acknowledges that at any time a Borrower is not in compliance with all the terms set forth in the Agreement, including without limitation, the further covenants, no credit extensions will be made. Very truly yours, Authorized Signer Name: Title: E-1 LOAN AGREEMENT Permitted Indebtedness (Exhibit A-(68)) Name Name Details End date Amount ($) Currency 1 De Lage Laden Financial Services Inc. Master loan agreement 503268 Loan Schedule No Annual 1 December 29, 2014 65,670 US 2 De Lage Laden Financial Services Inc. Master loan agreement 503268 Loan Schedule No 2 December 18, 2016 1,098,611 US 3 De Lage Laden Financial Services Inc. Master loan agreement 503268 Loan Schedule No 3 August 29, 2017 229,783 US 4 Microsoft Agreement number E9701104 November 8, 2016 2,384,148 Cdn 5 Creative Solutions Unlimited Customer Acquisition April 30, 2017 1,067,675 US 6 Galaxy Hosted Software Solutions Customer Acquisition January 31, 2016 748,302 US 7 Amex Credit Card Facility Facility Limit NA 915,000 Cdn Permitted Investments (CPA AuditedExhibit A-(69)) FYE within 90 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days Yes No Annual Budget FYE within 90 days Yes No Nil. Permitted Liens (Exhibit A-(70)) Liens securing the Indebtedness listed as Items 1-3 under the heading of Permitted Indebtedness above, provided that the Lien is confined solely to the equipment listed in the master loan agreement referenced above and improvements thereon, and proceeds of such equipment. Collateral Maintained with Persons other than Bank (Section 5.3) Bank accounts maintained at Canadian Imperial Bank of Commerce solely for purposes of maintaining the cash collateral referenced in paragraph (f) of the definition of “Permitted Liens”. Equinix Operating Co., Inc. – co-location provider Intellectual Property Collateral (Section 5.4) Nil. Prior Names (Section 5.5) Wescom Inc. (formerly) ▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ 131124075 2003-10K and 10Q -09 to 2013-10-07 Wescom Solutions 131124059 2003-10-09 to 2013-10-07 Pointclickcare 131124067 2003-10-09 to 2008-10-08 Wescom RH Positive Computer Systems 1984-07-10 RH Positive 5712131 Manitoba Ltd. (as applicableformerly) Yes NoMealMetrics 6006141 2010-03-12 to 2011-07-25 Momentum Dietary Solutions 5769664 2008-11-06 to 2011-11-06 Accu-Med Services Inc. (formerly) 2007-08-16 Accumed, Inc. (consent to use in the state of New Hampshire) 2007-08-16 Accumed Accucare Add On Pro Tracker Pro Tracking Cypress

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- Received By (Bank) Phone # --------------------------------------------- Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: THE MEDICINES COMPANY SABA SOFTWARE, INC. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ The undersigned authorized officer of THE MEDICINES COMPANY hereby SABA SOFTWARE, INC. (“Borrower”) certifies that in accordance with under the terms and conditions of the Amended and Restated Loan and Security Agreement between Borrower and Bank (as further amended, restated, or otherwise modified from time to time, the "“Agreement"”), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct as of the date hereofin all material respects on this date. Attached herewith are the required documents supporting the above certification. In addition, the undersigned authorized officer of Borrower certifies that Borrower and each of its Subsidiaries (x) has timely filed all required tax returns and paid, or made adequate provision to pay, all material taxes, except those being contested in good faith with adequate reserves under Generally Accepted Accounting Principles (“GAAP”) and (y) does not have any legal actions pending or threatened against Borrower or any Subsidiary, which could result in damages or costs to Borrower or any Subsidiary of $500,000 or more and of which Borrower has not previously notified in writing to Bank. The Officer further undersigned certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMNThe undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements + CC Monthly within 30 45 days Yes No Annual (CPA Audited) FYE within 90 120 days Yes No Management Letter from Borrower's CPA firm FYE within 90 SEC Filings not available on ▇▇▇▇▇ Within 5 days after filing with SEC Yes No Annual Budget Financial Projections FYE within 90 45 days Yes No 10K and 10Q (as applicable) Yes No

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- ________________________________________________________________________________ Authorized Requester Phone # --------------------------------------------------- ----------------------- 27 ________________________________________________________________________________ Received By (Bank) Phone # --------------------------------------------- ______________________________________________ Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: THE MEDICINES COMPANY CANCERVAX CORPORATION The undersigned authorized officer of THE MEDICINES COMPANY hereby CANCERVAX CORPORATION ("Borrower"), certifies that in accordance with under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "Agreement"), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct in all material respects on this date (except for those representations and warranties that expressly speak as of the date hereofan earlier date, which continue to be true and correct in all material respects, in each case as of such earlier date). Attached herewith are the required documents supporting the above certification. The Officer further certifies that these any financial calculations set forth herein are based upon financial information (as applicable) contained in Borrower's financial statements, which have been prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained next, subject to, in an accompanying letter the case of interim financial statements, the absence of footnote disclosure and normal year-end adjustments. The Officer acknowledges that no borrowings may be requested at any time or footnotesdate of determination that Borrower is not in compliance with any of the material terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YESPlease indicate compliance status by circling Yes/NO UNDER No under "COMPLIESComplies" COLUMN. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements Monthly within 30 days Yes No Annual (CPA Audited) FYE within 90 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days Yes No Annual Budget FYE within 90 days Yes No 10K and 10Q (as applicable) Yes Nocolumn.

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- ---------------------------------- -------------------------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- ---------------------------------- -------------------------------------- Received By (Bank) Phone # --------------------------------------------- ------------------------------------------ Authorized Signature (Bank) ================================================================================ EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA FROM: THE MEDICINES COMPANY ABGENIX, INC. The undersigned authorized officer of THE MEDICINES COMPANY Abgenix, Inc. hereby certifies that in accordance with the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "Agreement"), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct in all material respects as of the date hereof. Attached herewith are hereto is a copy of Borrower's financial statements for such period, which the required documents supporting the above certification. The Officer undersigned officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are as consistently applied from one period to the next next, except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMN. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements Monthly Quarterly Financials Quarterly within 30 45 days Yes No Audited Annual (CPA Audited) FYE within 90 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days Yes No Annual Budget Financials FYE within 90 days Yes No 10-Q (Guarantor) Quarterly within 5 days of filing Yes No 10-K and 10Q (as applicableGuarantor) FYE within 5 days of filing Yes No Monthly Financials See Agreement Yes No

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- Received By (Bank) Phone # --------------------------------------------- Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA BANK - CALIFORNIA FROM: THE MEDICINES COMPANY The undersigned authorized officer of THE MEDICINES COMPANY hereby certifies that in accordance with the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "Agreement"), (i) Borrower is in complete compliance for the period ending ________________________________________ with all required covenants except Phone # ____________________________ Authorized Requester ________________________________________ Phone # ____________________________ Received by (Bank) --------------------------------------- Authorized Signature (Bank) EXHIBIT B 37 EXHIBIT C FORM OF NOTE $12,500,000.00 August 15, 1998 ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ Revolving Maturity Date, and as noted below and hereinafter provided, for value received, the undersigned promises to pay to IMPERIAL BANK, a California banking corporation ("BANK"), or order, at its Santa Clar▇ ▇▇▇ley Regional office in San Jose, California, the lesser of (i) the principal sum of $12,500,000.00 or (ii) all representations and warranties of Borrower stated in such sums up to such maximum as the Agreement are true and correct as Bank may now or hereafter advance to or for the benefit of the date hereof. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared undersigned in accordance with Generally Accepted Accounting Principles the terms of that certain Amended and Restated Loan and Security Agreement dated of even date herewith, by and among the undersigned and Bank, as the same may be amended from time to time (GAAP) and are consistently applied the "LOAN AGREEMENT"), together with interest from one period the date of disbursement on the unpaid principal balance at a rate of interest equal to the next except Prime Rate (as explained defined in the Loan Agreement), which shall vary concurrently with any change in the Prime Rate. Interest shall be computed at the above rate on the basis of the actual number of days during which the principal balance of this Note ("NOTE") is outstanding, divided by 360, which shall, for interest computation purposes, be considered one (1) year. All capitalized terms not otherwise defined herein shall have the meanings given to such terms in the Loan Agreement. Interest shall be payable monthly in arrears beginning on September 15, 1998, and continuing on the fifteenth (15th) day of each month thereafter, and if not so paid shall become a part of the principal. All payments shall be applied first to interest, and the remainder, if any, on principal. Advances not to exceed any unpaid balance owing at any one time equal to the maximum amount specified above, may be made at the option of Bank. Should an accompanying letter Event of Default occur and be continuing, the entire balance of principal and accrued interest then remaining unpaid may become immediately due and payable in accordance with the terms of the Loan Agreement. Should an Event of Default occur and be continuing under SECTION 8.1 of the Loan Agreement, all principal and accrued interest then due and remaining unpaid shall thereafter bear interest, until paid, at the increased rate of two percent (2.0%) per year in excess of the Prime Rate, as it may vary from time to time. If this Note is not paid when due, Borrower promises to pay all costs and expenses of collection and reasonable attorneys' fees incurred by the holder hereof on account of such collection, plus interest at the rate applicable to principal, whether or footnotesnot suit is filed hereon. PLEASE INDICATE Borrower shall be liable hereon and consents to renewals, replacements and extensions of time for payment hereof, before, at, or after maturity; consents to the acceptance, release or substitution of security for this Note; and waives demand and protest and the right to assert any statute of limitations. The indebtedness evidenced hereby shall be payable in lawful money of the United States. In any action brought under or arising out of this Note, Borrower, including successor(s) or assign(s) hereby consents to the application of California law, to the jurisdiction of any competent court within the State of California, and to service of process by any means authorized by California law. No single or partial exercise of any power hereunder, or under any deed of trust, security agreement or other agreement in connection herewith shall preclude other or further exercises thereof or the exercise of any other such power. Subject to the terms of the Loan Agreement, the holder hereof shall at all times have the right to proceed against any portion of the security for this Note in such order TEGAL CORPORATION, a Delaware corporation By:___________________________________________ Printed Name:_________________________________ Title:________________________________________ By:___________________________________________ Printed Name:_________________________________ Title:________________________________________ 39 EXHIBIT D COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMN. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly CERTIFICATE The consolidated financial statements Monthly within 30 days Yes No Annual dated as of __________________________ of TEGAL CORPORATION, a Delaware corporation (CPA Audited"BORROWER") FYE within 90 days Yes No Management Letter from attached hereto and submitted to IMPERIAL BANK ("Imperial") pursuant to that certain Amended and Restated Loan and Security Agreement dated as of August 15, 1998 (the "Agreement"), entered into between Borrower's CPA firm FYE within 90 days Yes No Annual Budget FYE within 90 days Yes No 10K , Banks and 10Q Imperial, shows compliance with all financial covenants (unless otherwise noted below) as applicable) Yes Nospecified therein, as follows: QUARTERLY COVENANT:

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- Authorized Requester Phone # --------------------------------------------------- ----------------------- Received By (Bank) Phone # --------------------------------------------- Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: THE MEDICINES COMPANY QUICKLOGIC CORPORATION The undersigned authorized officer of THE MEDICINES COMPANY hereby QuickLogic Corporation ("Borrower") certifies that in accordance with under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "Agreement"), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct in all material respects on this date, except for representations and warranties made as of the date hereofa specific earlier date, which are to be true and correct in all material respects as of such earlier date. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter letter, footnotes or footnotesyear end adjustments. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YESThe Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Please indicate compliance status by circling Yes/NO UNDER No under "COMPLIESComplies" COLUMNcolumn. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements + CC Monthly within 30 45 days Yes No Annual (CPA Audited) FYE within 90 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days Yes No Annual Budget FYE within 90 120 days Yes No 10-Q, 10-K and 10Q 8-K Within 5 days after filing with SEC Yes No Minimum Tangible Net Worth Monthly; $49,000,000 Yes No Have there been updates to Borrower's intellectual property, if appropriate? Yes No Comments Regarding Exceptions: See Attached. BANK USE ONLY Sincerely, QuickLogic Corporation Received by: AUTHORIZED SIGNER Date: SIGNATURE Verified: AUTHORIZED SIGNER TITLE Date: DATE Compliance Status: Yes No This Intellectual Property Security Agreement is entered into as of June , 2002 by and between SILICON VALLEY BANK (as applicable"Bank") Yes Noand QUICKLOGIC CORPORATION ("Grantor").

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- __________________________________ ________________________ Authorized Requester Phone # --------------------------------------------------- ----------------------- __________________________________ ________________________ Received By (Bank) Phone # --------------------------------------------- ___________________________________ Authorized Signature (Bank) EXHIBIT C D COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: THE MEDICINES COMPANY BRIO TECHNOLOGY, INC. The undersigned authorized officer of THE MEDICINES COMPANY hereby BRIO TECHNOLOGY, INC. ("Borrower") certifies that in accordance with under the terms and conditions of the Amended and Restated Loan and Security Agreement between Borrower and Bank (the "Agreement"), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct as of the date hereofin all material respects on this date. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YESThe Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Please indicate compliance status by circling Yes/NO UNDER No under "COMPLIESComplies" COLUMN. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements Monthly within 30 days Yes No Annual (CPA Audited) FYE within 90 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days Yes No Annual Budget FYE within 90 days Yes No 10K and 10Q (as applicable) Yes Nocolumn.

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- __________________________________________ Authorized Requester __________________________________________ Phone # --------------------------------------------------- ----------------------- __________________________________________ Received By (Bank) __________________________________________ Phone # --------------------------------------------- Authorized Signature (Bank) EXHIBIT C COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA FROM: THE MEDICINES COMPANY KOSAN BIOSCIENCES INCORPORATED The undersigned authorized officer of THE MEDICINES COMPANY hereby Kosan Biosciences Incorporated (“Borrower”) certifies that in accordance with under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "“Agreement"”), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct in all material respects on this date (except that representations and warranties expressly referring to another date shall be true and correct in all material respects as of that date). In addition, the date hereofundersigned authorized officer of Borrower certifies that Borrower and each Subsidiary (i) has timely filed all required tax returns and paid, or made adequate provision to pay, all material taxes, except those being contested in good faith with adequate reserves under GAAP and (ii) does not have any legal actions pending or, to the knowledge of Borrower’s Responsible Officers threatened, against Borrower or any Subsidiary which Borrower has not previously notified in writing to Bank. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YES/NO UNDER "COMPLIES" COLUMNThe Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements + CC Monthly within 30 days Yes No Annual (CPA Audited) FYE Quarterly* FQE within 90 days Yes No Management Letter from Borrower's CPA firm FYE within 90 45 days Yes No Annual Budget (Audited)* FYE within 90 120 days Yes No 10K A/R Audit** Initial and 10Q Annual Yes No * May be satisfied by public records (as applicablee.g., ▇▇▇▇▇) Yes No** Required only if accounts receivable included in RML covenant compliance calculation

TELEPHONE REQUEST. The following person is authorized to request the loan payment transfer/loan advance on the advance designated account and is known to me. --------------------------------------------------- ----------------------- _______________________________________ ________________________________ Authorized Requester Phone # --------------------------------------------------- ----------------------- _______________________________________ ________________________________ Received By (Bank) Phone # --------------------------------------------- _____________________________________________ Authorized Signature (Bank) EXHIBIT C B COMPLIANCE CERTIFICATE TO: COMERICA SILICON VALLEY BANK - CALIFORNIA ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ FROM: THE MEDICINES COMPANY EMULEX CORPORATION, A DELAWARE CORPORATION AND EMULEX CORPORATION, A CALIFORNIA CORPORATION The undersigned authorized officer officers of THE MEDICINES COMPANY hereby certifies Emulex Corporation, a Delaware corporation and Emulex Corporation, a California corporation ("Borrower") certify that in accordance with under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (the "Agreement"), (i) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement are true and correct as of the date hereofin all material respects on this date. Attached herewith are the required documents supporting the above certification. The Officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently applied from one period to the next except as explained in an accompanying letter or footnotes. PLEASE INDICATE COMPLIANCE STATUS BY CIRCLING YESThe Officer acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered. Please indicate compliance status by circling Yes/NO UNDER No under "COMPLIESComplies" COLUMN. REPORTING COVENANT REQUIRED COMPLIES ------------------ -------- -------- Monthly financial statements Monthly within 30 days Yes No Annual (CPA Audited) FYE within 90 days Yes No Management Letter from Borrower's CPA firm FYE within 90 days Yes No Annual Budget FYE within 90 days Yes No 10K and 10Q (as applicable) Yes Nocolumn.