On February 3, 2015, Response Genetics Inc. entered into a first amendment to that certain credit agreement, dated July 30, 2014, with SWK Funding LLC, as the agent, and the lenders (including SWK Funding LLC) party thereto from time to time (lenders). Pursuant to the amendment, the company drew an additional $1,500,000 of the maximum $12,000,000 term loan commitment amount increasing the total amount advanced to the company under the credit agreement to $10,000,000. The maturity date for the term loan remains July 30, 2020 or such earlier date on which the loan commitment amount is terminated pursuant to the terms of the credit agreement.

The remaining $2,000,000 of the loan commitment amount may be advanced to the company upon written request to the agent during the period beginning on the amendment closing date and ending February 28, 2016 provided that (i) no default or event of default has occurred or is continuing under the credit agreement, (ii) the aggregate revenue recognized by the company and any of its subsidiaries during any period of 4 consecutive fiscal quarters ending prior to December 31, 2015, exceeds a certain dollar amount threshold and (iii) the agent has received an executed warrant to purchase a number of shares of common stock equal to the number obtained when the amount of the subsequent term loan is multiplied by 15% and the product is divided by the exercise price of such warrant.