0001140361-12-038582 Sample Contracts

AMENDMENT NO. 3 TO SHAREHOLDER RIGHTS AGREEMENT
Shareholder Rights Agreement • August 28th, 2012 • National Technical Systems Inc /Ca/ • Services-testing laboratories • Delaware

This AMENDMENT NO. 3 TO SHAREHOLDER RIGHTS AGREEMENT (this “Amendment”) is entered into as of August 24, 2012 and amends the shareholder rights agreement dated as of September 21, 2010 (as amended, restated or otherwise modified from time to time in accordance with its terms, the “Rights Agreement”), by and between National Technical Systems, Inc., a California corporation (together with its successors, the “Corporation”), and Computershare Trust Company, N.A., as Rights Agent (together with its permitted successors in such capacity, the “Rights Agent”).

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