Common use of ACKNOWLEDGEMENT OF GUARANTORS OF PAYMENT Clause in Contracts

ACKNOWLEDGEMENT OF GUARANTORS OF PAYMENT. Xxxx xxxersigned hereby xxxxxxxxxxxx xxx agrees to the terms of the Amendment No. 2 to Amended and Restated Credit Agreement, dated as of March 5, 2010 (the “Amendment”), delivered in connection with the Amended and Restated Credit, dated as of March 13, 2009 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among NN, INC., a Delaware corporation (the “US Borrower”), the FOREIGN BORROWERS party thereto (together with the US Borrower, the “Borrowers” and each individually, a “Borrower”), various financial institutions (collectively, the “Lenders” and individually, a “Lender”) and KEYBANK NATIONAL ASSOCIATION (“KeyBank”), as administrative agent and collateral agent (KeyBank, in such capacity, the “Agent”). The undersigned hereby confirms that, upon the effectiveness of the Amendment, each Guaranty of Payment by the undersigned, and each Related Writing to which the undersigned is a party, shall remain in full force and effect and be the valid and binding obligation of the undersigned, enforceable against the undersigned in accordance with its terms. The undersigned hereby further confirms that, upon the effectiveness of the Amendment, such Guaranty of Payment shall continue to guaranty the Obligations (as defined therein). Capitalized terms used herein but not defined are used as defined in the Credit Agreement. THE DELTA RUBBER COMPANY By: /s/ James H. Dorton Name: James H. Dorton Title: Xxxxxxxxx WHIRLAWAY CORPXXXXXXX By: /s/ James H. Dorton Name: James H. Dorton Title: Xxxxxxxxx TRIUMPH LLC Xy: /s/ James H. Dorton Name: James H. Dorton Xxxxx: Xxxxxxrer XXXXXXXXXX XXLDING CORPORATION By: /s/James H. Dorton Name: James H. Dorton Xxxxx: Xxxasurer NN HXXXXXXX X.X. By: NN International B.V., its sole managing director By: /s/William C. Kelly, Jr. Name: William C. Kelly, Jr. Xxxxx: Xxrector XX XXXXXXXXXXXXX X.V. By: /s/William C. Kelly, Jr. Name: William C. Kelly, Jr. Xxxxe: Director SCHEDULE 1 XX XXXXXXX XXX XXSTATED CREDIT AGREEMENT LENDERS COMMITMENT PERCENTAGE REVOLVING CREDIT COMMITMENT AMOUNT MAXIMUM AMOUNT KeyBank National Association 29.629629633333% $25,185,185.19 $25,185,185.19 Regions Bank 27.777777777778% $23,611,111.11 $23,611,111.11 Branch Banking and Trust Company 27.777777777778% $23,611,111.11 $23,611,111.11 Wells Fargo Bank National Association 14.814814811111% $12,592,592.59 $12,592,592.59 Total Commitment Amount 100% $85,000,000.00 $85,000,000.00 SCHEDULE 5.32 TO AMENDED AND RESTATED CREDIT AGREEMENT

ACKNOWLEDGEMENT OF GUARANTORS OF PAYMENT. Xxxx xxxersigned Each undersigned hereby xxxxxxxxxxxx xxx acknowledges and agrees to the terms of the Amendment No. 2 1 to Second Amended and Restated Credit Agreement, dated as of March 59, 2010 2011 (the “Amendment”), delivered in connection with the Second Amended and Restated Credit, dated as of March 13December 21, 2009 2010 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among NN, INC.Inc., a Delaware corporation (the “US Borrower”), the FOREIGN BORROWERS Foreign Borrowers party thereto (together with the US Borrower, the “Borrowers” and each individually, a “Borrower”), various financial institutions (collectively, the “Lenders” and individually, a “Lender”) and KEYBANK NATIONAL ASSOCIATION KeyBank National Association (“KeyBank”), as administrative agent and collateral agent (KeyBank, in such capacity, the “Agent”). The Each of the undersigned hereby confirms that, upon the effectiveness of the Amendment, each Guaranty of Payment by the undersigned, undersigned and each Related Writing other Loan Document to which the undersigned is a party, party shall remain in full force and effect and be the legal, valid and binding obligation of the undersigned, enforceable against the undersigned in accordance with its terms. The undersigned hereby further confirms that, upon the effectiveness of the Amendment, such Guaranty of Payment shall continue to guaranty the Obligations (as defined therein). Capitalized terms used herein but not defined are used as defined in the Credit Agreement. THE DELTA RUBBER COMPANY By: /s/ James H. Dorton Xxxxx X. Xxxxxx Name: James H. Dorton Xxxxx X. Xxxxxx Title: Xxxxxxxxx Treasurer WHIRLAWAY CORPXXXXXXX CORPORATION By: /s/ James H. Dorton Xxxxx X. Xxxxxx Name: James H. Dorton Xxxxx X. Xxxxxx Title: Xxxxxxxxx Treasurer TRIUMPH LLC XyBy: /s/ James H. Dorton Xxxxx X. Xxxxxx Name: James H. Dorton XxxxxXxxxx X. Xxxxxx Title: Xxxxxxrer XXXXXXXXXX XXLDING Treasurer Acknowledgement of Guarantors of Payment] INDUSTRIAL MOLDING CORPORATION By: /s/James H. Dorton /s/ Xxxxx X. Xxxxxx Name: James H. Dorton XxxxxXxxxx X. Xxxxxx Title: Xxxasurer Treasurer NN HXXXXXXX X.X. HOLDINGS B.V. By: /s/ Xxxxxxx X. Xxxxx, Xx. Name: Xxxxxxx X. Xxxxx, Xx. Title: Managing Director NN International B.V., its sole managing director INTERNATIONAL B.V. By: /s/William C. Kelly/s/ Xxxxxxx X. Xxxxx, Jr. Xx. Name: William C. KellyXxxxxxx X. Xxxxx, Jr. XxxxxXx. Title: Xxrector XX XXXXXXXXXXXXX X.V. By: /s/William C. Kelly, Jr. Name: William C. Kelly, Jr. Xxxxe: Managing Director [Acknowledgement of Guarantors of Payment] Exhibit A SCHEDULE 1 XX XXXXXXX XXX XXSTATED CREDIT AGREEMENT 1(A) LENDERS COMMITMENT PERCENTAGE REVOLVING CREDIT COMMITMENT AMOUNT MAXIMUM AMOUNT KeyBank National Association 29.62962963333328.00% $25,185,185.19 28,000,000 $25,185,185.19 28,000,000 Regions Bank 27.77777777777824.00% $23,611,111.11 24,000,000 $23,611,111.11 24,000,000 Branch Banking and Trust Company 27.77777777777824.00% $23,611,111.11 24,000,000 $23,611,111.11 Wells 24,000,000 Xxxxx Fargo Bank National Association 14.81481481111124.00% $12,592,592.59 24,000,000 $12,592,592.59 24,000,000 Total Commitment Amount 100% $85,000,000.00 100,000,000.00 $85,000,000.00 SCHEDULE 5.32 TO AMENDED AND RESTATED CREDIT AGREEMENT100,000,000.00

ACKNOWLEDGEMENT OF GUARANTORS OF PAYMENT. Xxxx xxxersigned Each undersigned hereby xxxxxxxxxxxx xxx acknowledges and agrees to the terms of the Amendment No. 2 to Second Amended and Restated Credit Agreement, dated as of March 5September __, 2010 2011 (the “Amendment”), delivered in connection with the Second Amended and Restated Credit, dated as of March 13December 21, 2009 2010 (as heretofore amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among NN, INC.Inc., a Delaware corporation (the “US Borrower”), the FOREIGN BORROWERS Foreign Borrowers party thereto (together with the US Borrower, the “Borrowers” and each individually, a “Borrower”), various financial institutions (collectively, the “Lenders” and individually, a “Lender”) and KEYBANK NATIONAL ASSOCIATION KeyBank National Association (“KeyBank”), as administrative agent and collateral agent (KeyBank, in such capacity, the “Agent”). The Each of the undersigned hereby confirms that, upon the effectiveness of the Amendment, each Guaranty of Payment by the undersigned, undersigned and each Related Writing other Loan Document to which the undersigned is a party, party shall remain in full force and effect and be the legal, valid and binding obligation of the undersigned, enforceable against the undersigned in accordance with its terms. The undersigned hereby further confirms that, upon the effectiveness of the Amendment, such Guaranty of Payment shall continue to guaranty the Obligations (as defined therein). Capitalized terms used herein but not defined are used as defined in the Credit Agreement. THE DELTA RUBBER COMPANY By: /s/ James H. Dorton Xxxxx X. Xxxxxx Name: James H. Dorton Xxxxx X. Xxxxxx Title: Xxxxxxxxx Treasurer WHIRLAWAY CORPXXXXXXX CORPORATION By: /s/ James H. Dorton Xxxxx X. Xxxxxx Name: James H. Dorton Xxxxx X. Xxxxxx Title: Xxxxxxxxx Treasurer TRIUMPH LLC XyBy: /s/ James H. Dorton Xxxxx X. Xxxxxx Name: James H. Dorton XxxxxXxxxx X. Xxxxxx Title: Xxxxxxrer XXXXXXXXXX XXLDING Treasurer INDUSTRIAL MOLDING CORPORATION By: /s/James H. Dorton /s/ Xxxxx X. Xxxxxx Name: James H. Dorton XxxxxXxxxx X. Xxxxxx Title: Xxxasurer Treasurer NN HXXXXXXX X.X. HOLDINGS B.V. By: NN International B.V., the sole member of its sole managing director board By: /s/William C. Kelly/s/ Xxxxxxx X. Xxxxx, Jr. Xx. Name: William C. KellyXxxxxxx X. Xxxxx, Jr. XxxxxXx. Title: Xxrector XX XXXXXXXXXXXXX X.V. Managing Director NN INTERNATIONAL B.V. By: /s/William C. Kelly/s/ Xxxxxxx X. Xxxxx, Jr. Xx. Name: William C. KellyXxxxxxx X. Xxxxx, Jr. XxxxeXx. Title: Director SCHEDULE 1 XX XXXXXXX XXX XXSTATED CREDIT AGREEMENT LENDERS COMMITMENT PERCENTAGE REVOLVING CREDIT COMMITMENT AMOUNT MAXIMUM AMOUNT KeyBank National Association 29.629629633333% $25,185,185.19 $25,185,185.19 Regions Bank 27.777777777778% $23,611,111.11 $23,611,111.11 Branch Banking and Trust Company 27.777777777778% $23,611,111.11 $23,611,111.11 Wells Fargo Bank National Association 14.814814811111% $12,592,592.59 $12,592,592.59 Total Commitment Amount 100% $85,000,000.00 $85,000,000.00 SCHEDULE 5.32 TO AMENDED AND RESTATED CREDIT AGREEMENTManaging Director

ACKNOWLEDGEMENT OF GUARANTORS OF PAYMENT. Xxxx xxxersigned Each undersigned hereby xxxxxxxxxxxx xxx acknowledges and agrees to the terms of the Amendment No. 2 1 to Second Amended and Restated Credit Agreement, dated as of March 59, 2010 2011 (the “Amendment”), delivered in connection with the Second Amended and Restated Credit, dated as of March 13December 21, 2009 2010 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among NN, INC.Inc., a Delaware corporation (the “US Borrower”), the FOREIGN BORROWERS Foreign Borrowers party thereto (together with the US Borrower, the “Borrowers” and each individually, a “Borrower”), various financial institutions (collectively, the “Lenders” and individually, a “Lender”) and KEYBANK NATIONAL ASSOCIATION KeyBank National Association (“KeyBank”), as administrative agent and collateral agent (KeyBank, in such capacity, the “Agent”). The Each of the undersigned hereby confirms that, upon the effectiveness of the Amendment, each Guaranty of Payment by the undersigned, undersigned and each Related Writing other Loan Document to which the undersigned is a party, party shall remain in full force and effect and be the legal, valid and binding obligation of the undersigned, enforceable against the undersigned in accordance with its terms. The undersigned hereby further confirms that, upon the effectiveness of the Amendment, such Guaranty of Payment shall continue to guaranty the Obligations (as defined therein). Capitalized terms used herein but not defined are used as defined in the Credit Agreement. THE DELTA RUBBER COMPANY By: /s/ James H. Dorton __________________________ Name: James H. Dorton Xxxxx X. Xxxxxx Title: Xxxxxxxxx Treasurer WHIRLAWAY CORPXXXXXXX By: /s/ James H. Dorton Name: James H. Dorton Title: Xxxxxxxxx TRIUMPH LLC Xy: /s/ James H. Dorton Name: James H. Dorton Xxxxx: Xxxxxxrer XXXXXXXXXX XXLDING CORPORATION By: /s/James H. Dorton __________________________ Name: James H. Dorton XxxxxXxxxx X. Xxxxxx Title: Xxxasurer NN HXXXXXXX X.X. Treasurer TRIUMPH LLC By: NN International B.V., its sole managing director __________________________ Name: Xxxxx X. Xxxxxx Title: Treasurer INDUSTRIAL MOLDING CORPORATION By: /s/William C. Kelly, Jr. __________________________ Name: William C. Kelly, Jr. XxxxxXxxxx X. Xxxxxx Title: Xxrector XX XXXXXXXXXXXXX X.V. Treasurer NN HOLDINGS B.V. By: /s/William C. Kelly, Jr. __________________________ Name: William C. KellyXxxxxxx X. Xxxxx, Jr. XxxxeXx. Title: Managing Director NN INTERNATIONAL B.V. By: ___________________________ Name: Xxxxxxx X. Xxxxx, Xx. Title: Managing Director [Acknowledgement of Guarantors of Payment] Exhibit A SCHEDULE 1 XX XXXXXXX XXX XXSTATED CREDIT AGREEMENT 1(A) LENDERS COMMITMENT PERCENTAGE REVOLVING CREDIT COMMITMENT AMOUNT MAXIMUM AMOUNT KeyBank National Association 29.62962963333328.00% $25,185,185.19 28,000,000 $25,185,185.19 28,000,000 Regions Bank 27.77777777777824.00% $23,611,111.11 24,000,000 $23,611,111.11 24,000,000 Branch Banking and Trust Company 27.77777777777824.00% $23,611,111.11 24,000,000 $23,611,111.11 Wells 24,000,000 Xxxxx Fargo Bank National Association 14.81481481111124.00% $12,592,592.59 24,000,000 $12,592,592.59 24,000,000 Total Commitment Amount 100% $85,000,000.00 100,000,000.00 $85,000,000.00 SCHEDULE 5.32 TO AMENDED AND RESTATED CREDIT AGREEMENT100,000,000.00

ACKNOWLEDGEMENT OF GUARANTORS OF PAYMENT. Xxxx xxxersigned Each undersigned hereby xxxxxxxxxxxx xxx acknowledges and agrees to the terms of the Amendment No. 2 to Second Amended and Restated Credit Agreement, dated as of March 5September __, 2010 2011 (the “Amendment”), delivered in connection with the Second Amended and Restated Credit, dated as of March 13December 21, 2009 2010 (as heretofore amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among NN, INC.Inc., a Delaware corporation (the “US Borrower”), the FOREIGN BORROWERS Foreign Borrowers party thereto (together with the US Borrower, the “Borrowers” and each individually, a “Borrower”), various financial institutions (collectively, the “Lenders” and individually, a “Lender”) and KEYBANK NATIONAL ASSOCIATION KeyBank National Association (“KeyBank”), as administrative agent and collateral agent (KeyBank, in such capacity, the “Agent”). The Each of the undersigned hereby confirms that, upon the effectiveness of the Amendment, each Guaranty of Payment by the undersigned, undersigned and each Related Writing other Loan Document to which the undersigned is a party, party shall remain in full force and effect and be the legal, valid and binding obligation of the undersigned, enforceable against the undersigned in accordance with its terms. The undersigned hereby further confirms that, upon the effectiveness of the Amendment, such Guaranty of Payment shall continue to guaranty the Obligations (as defined therein). Capitalized terms used herein but not defined are used as defined in the Credit Agreement. THE DELTA RUBBER COMPANY By: /s/ James H. Dorton _________________________ Name: James H. Dorton Xxxxx X. Xxxxxx Title: Xxxxxxxxx Treasurer WHIRLAWAY CORPXXXXXXX By: /s/ James H. Dorton Name: James H. Dorton Title: Xxxxxxxxx TRIUMPH LLC Xy: /s/ James H. Dorton Name: James H. Dorton Xxxxx: Xxxxxxrer XXXXXXXXXX XXLDING CORPORATION By: /s/James H. Dorton __________________________ Name: James H. Dorton XxxxxXxxxx X. Xxxxxx Title: Xxxasurer Treasurer TRIUMPH LLC By: __________________________ Name: Xxxxx X. Xxxxxx Title: Treasurer INDUSTRIAL MOLDING CORPORATION By:___________________________ Name: Xxxxx X. Xxxxxx Title: Treasurer NN HXXXXXXX X.X. HOLDINGS B.V. By: NN International B.V., the sole member of its sole managing director board By: /s/William C. Kelly, Jr. ____________________________ Name: William C. KellyXxxxxxx X. Xxxxx, Jr. XxxxxXx. Title: Xxrector XX XXXXXXXXXXXXX X.V. Managing Director NN INTERNATIONAL B.V. By: /s/William C. Kelly, Jr. _____________________________ Name: William C. KellyXxxxxxx X. Xxxxx, Jr. XxxxeXx. Title: Director SCHEDULE 1 XX XXXXXXX XXX XXSTATED CREDIT AGREEMENT LENDERS COMMITMENT PERCENTAGE REVOLVING CREDIT COMMITMENT AMOUNT MAXIMUM AMOUNT KeyBank National Association 29.629629633333% $25,185,185.19 $25,185,185.19 Regions Bank 27.777777777778% $23,611,111.11 $23,611,111.11 Branch Banking and Trust Company 27.777777777778% $23,611,111.11 $23,611,111.11 Wells Fargo Bank National Association 14.814814811111% $12,592,592.59 $12,592,592.59 Total Commitment Amount 100% $85,000,000.00 $85,000,000.00 SCHEDULE 5.32 TO AMENDED AND RESTATED CREDIT AGREEMENTManaging Director