Common use of Amendments to Original Credit Agreement Clause in Contracts

Amendments to Original Credit Agreement. Subject to the terms and conditions of this Agreement, including, without limitation, the conditions to effectiveness set forth in Section 6 hereof, the Original Credit Agreement is hereby amended as follows: (a) The definition of “Material Contracts” appearing in Article 1 of the Original Credit Agreement is hereby amended by (i) deleting the “and” immediately preceding clause (d), and (ii) adding the following new clauses (e), (f) and (g) in the appropriate alphabetical order therein: “, (e) the Project Destiny Acquisition Agreement, (f) the Project Destiny Transition Services Agreement and (g) the Project Destiny Lease.” (b) The definition of “Permitted Acquisition” appearing in Article 1 of the Original Credit Agreement is hereby amended by deleting clause (i) thereof in its entirety and replacing it with the following: “Agent and Required Lenders have consented in writing to the consummation of such Acquisition (which consent may be given in Agent’s and each such Lender’s sole and absolute discretion)” (c) The definition of “Permitted Debt” appearing in Article 1 of the Original Credit Agreement is hereby amended by (i) deleting the “and” immediately preceding clause (o), (ii) revising existing clause (o) to new clause (p) and (iii) adding the following new clause (o) in the appropriate alphabetical order therein: “, (o) the Project Destiny Deferred Consideration in an aggregate amount not to exceed $6,363,335; provided that no payment shall be made by or on behalf of Borrower or its Subsidiaries in respect of the Project Destiny Deferred Consideration if an Event of Default has occurred and is continuing or would result from the making of any such payment unless Agent and Required Lenders have provided their prior written consent to the making of such payment; and” (d) Article 1 of the Original Credit Agreement is hereby amended by adding the following definitions in the appropriate alphabetical order therein:

Amendments to Original Credit Agreement. Subject to Effective as of the terms and conditions of this Agreement, including, without limitation, the conditions to effectiveness set forth in Section 6 hereofEffective Date, the Original Credit Agreement is hereby amended as follows: (a) The definition of “Material Contracts” appearing in Article 1 of the Original Credit Agreement is hereby amended by (i) deleting the “and” immediately preceding clause (d), and (ii) adding the following new clauses (e), (f) and (g) in the appropriate alphabetical order therein: “, (e) the Project Destiny Acquisition Agreement, (f) the Project Destiny Transition Services Agreement and (g) the Project Destiny Lease.” (b) The definition of “Permitted Acquisition” appearing in Article 1 of the Original Credit Agreement is hereby amended by deleting clause (i) thereof in its entirety the following clause (iii) of Section 1.1(a): Notwithstanding the foregoing, without the prior written consent of Requisite Lenders, Great Northern shall not request any Revolving Credit Advance or any issuance of a Letter of Credit, and replacing it with unless Requisite Lenders shall have given consent in respect of any such request, no Lender shall be obligated to make any Revolving Credit Advance to Great Northern or advance any Letter of Credit for the following: “Agent and Required Lenders have consented account or at the request of Great Northern. Nothing contained in writing to the consummation this Section 1.1(a)(iii) shall affect or limit Great Northern’s liability in respect of such Acquisition (which consent may be given in Agent’s and each such Lender’s sole and absolute discretion)”any of its Obligations or any Obligations of H&E Delaware. (cb) The definition of “Permitted Debt” appearing in Article 1 of the Original Credit Agreement is hereby amended by replacing the term “Mergers” where it appears in Section 1.3(b)(iii) with the term “H&E Mergers.” (c) the Original Credit Agreement is hereby amended by replacing Section 1.5(a) in its entirety with the following: (a) Borrowers shall pay interest to Agent, for the ratable benefit of Lenders in accordance with the various Revolving Credit Advances and Swing Line Loans being made by each Lender, and in respect of all unreimbursed Letters of Credit Obligations, in arrears on each applicable Interest Payment Date, at the following rates: (i) deleting with respect to the “and” immediately preceding clause Revolving Credit Advances and unreimbursed Letter of Credit Obligations and all other Obligations (oother than LIBOR Loans and Swing Line Loans), the Index Rate plus the Applicable Revolver Index Margin per annum or, at the election of Borrower Representative, the applicable LIBOR Rate plus the Applicable Revolver LIBOR Margin per each calendar month, based on the aggregate Revolving Credit Advances outstanding from time to time; and (ii) revising existing clause with respect to the Swing Line Loan, the Index Rate plus the Applicable Revolver Index Margin per annum, based on the aggregate amount of the Swing Line Loan outstanding from time to time. As of the Amendment No. 11 Effective Date, the Applicable Margins, on a per annum basis, are as follows: Applicable Revolver Index Margin 0.50 % Applicable Revolver LIBOR Margin 1.50 % Applicable L/C Margin 1.50 % Applicable Unused Line Fee Margin 0.375 % The Applicable Margins (oother than the Applicable Unused Line Fee Margin) shall be adjusted (up or down) prospectively on a monthly basis as determined by H&E Delaware and its Subsidiaries’ consolidated financial performance, commencing with the first day of the first calendar month that occurs more than one (1) day after delivery of monthly Financial Statements for H&E Delaware and its Subsidiaries to Lenders for the Fiscal Month ending March 31, 2006. Adjustments in Applicable Margins (other than the Applicable Unused Line Fee Margin) will be determined by reference to the following grids: < 1.50 to 1.00 Level I < 2.50 to 1.00 but > 1.50 to 1.00 Level II < 3.50 to 1.00 but > 2.50 to 1.00 Level III > 3.50 to 1.00 Xxxxx XX Applicable Revolver Index Margin 0.25 % 0.50 % 0.75 % 1.00 % Applicable Revolver LIBOR Margin 1.25 % 1.50 % 1.75 % 2.00 % Applicable L/C Margin 1.25 % 1.50 % 1.75 % 2.00 % All adjustments in the Applicable Margins (other than the Applicable Unused Line Fee Margin) after March 31, 2006 shall be implemented monthly on a prospective basis, for each calendar month commencing at least one (1) day after the date of delivery to Lenders of the monthly unaudited Financial Statements evidencing the need for an adjustment. Concurrently with the delivery of those Financial Statements, Borrower Representative shall deliver to Agent and Lenders a certificate, signed by its chief financial officer, setting forth in reasonable detail the basis for the continuance of, or any change in, the Applicable Margins (other than the Applicable Unused Line Fee Margin). Failure to timely deliver such Financial Statements shall, in addition to any other remedy provided for in this Agreement, result in an increase in the Applicable Margins (other than the Applicable Unused Line Fee Margin) to new clause (p) and (iii) adding the following new clause (o) highest level set forth in the appropriate alphabetical order therein: “foregoing grid, (o) until the Project Destiny Deferred Consideration in an aggregate amount not to exceed $6,363,335; provided that no payment shall be made by or on behalf of Borrower or its Subsidiaries in respect first day of the Project Destiny Deferred Consideration if first calendar month following the delivery of those Financial Statements demonstrating that such an increase is not required. If any Default or an Event of Default has occurred and is continuing at the time any reduction in the Applicable Margins (other than the Applicable Unused Line Fee Margin) is to be implemented, that reduction shall be deferred until the first day of the first calendar month following the date on which all Defaults or would result from Events of Default are waived or cured. The Applicable Unused Line Fee Margin shall be adjusted (up or down) prospectively on a monthly basis commencing with the making first adjustment of the other Applicable Margins as provided above. Adjustments in the Applicable Unused Line Fee Margin will be determined as follows: (i) if the Excess Availability Percentage as of the first day of any such payment unless Agent calendar month is equal to or more than 75%, the Applicable Unused Line Fee Margin shall be 0.375% per annum, and Required Lenders have provided their prior written consent to (ii) if the making Excess Availability Percentage as of such payment; and”the first day of any calendar month is less than 75%, the Applicable Unused Line Fee Margin shall be 0.25% per annum. (d) Article 1 of the Original Credit Agreement is hereby amended by adding replacing Section 1.9(e) in its entirety with the following definitions following: (e) In addition, and in addition to the appropriate alphabetical order therein:costs of Equipment Inventory Appraisals, P&E Appraisals and Inspections, Borrowers agree to pay to Agent, which are due and payable as incurred, all out of pocket costs (including reasonable fees and expenses) paid by Agent to third party auditors, or a fee of $800 per audit day per in-house auditor, plus out of pocket expenses; provided, that Borrowers only agree to pay such costs and expenses in relation to (unless an Event of Default or an Audit and Appraisal Liquidity Event has occurred and is continuing) not more than one (1) audit in any year (such audit to be conducted, while no Event of Default or Audit or Appraisal Liquidity Event is continuing, during an Inspection).

Amendments to Original Credit Agreement. Subject to the terms and conditions of this Agreement, including, without limitation, the conditions to effectiveness set forth in Section 6 hereof4 below, the Original Credit Agreement is hereby amended as follows: (a) The definition of “Material Contracts” appearing in Article 1 Section 6.8(a) of the Original Credit Agreement is hereby amended and restated in its entirety as follows: “Borrower shall provide Agent with at least [***] (or such shorter period as Agent may accept in its sole discretion) prior written notice of its intention to create or, to the extent permitted pursuant to this Agreement, acquire a new Subsidiary or Permitted Joint Venture. Upon such creation or, to the extent permitted hereunder, acquisition of any Subsidiary or Permitted Joint Venture, Borrower and such Subsidiary shall promptly (and in any event within [***] of such creation or acquisition) take all such action as may be reasonably required by Agent or the Required Lenders to cause each such Subsidiary (iother than a Foreign Subsidiary, an Excluded Domestic Holdco or a Permitted Joint Venture) deleting to either, in the discretion of Agent, become a co-Borrower hereunder or to guarantee the Obligations of Borrower under the Financing Documents and, in each case, grant a continuing pledge and security interest in and to the assets of such Subsidiary (substantially as described on Exhibit A hereto); and Borrower shall grant and pledge to Agent, for the ratable benefit of the Lenders, a perfected security interest in the stock, units or other evidence of ownership of each Subsidiary and Permitted Joint Venture that is directly owned by Borrower, except to the extent constituting Excluded Property (the foregoing collectively, the “and” immediately preceding clause (dJoinder Requirements”); provided that Borrower shall not be permitted to make any Investment in such Subsidiary until such time as Borrower has satisfied the Joinder Requirements, and (ii) adding the following new clauses (e), (f) and (g) in the appropriate alphabetical order therein: “, (e) the Project Destiny Acquisition Agreement, (f) the Project Destiny Transition Services Agreement and (g) the Project Destiny Leaseif applicable.” (b) The definition first sentence of “Permitted Acquisition” appearing in Article 1 Section 6.8(b) of the Original Credit Agreement is hereby amended by deleting clause and restated in its entirety as follows: “Borrower further agrees to ensure, and cause each Restricted Subsidiary to ensure, that the total amount of cash and cash equivalents (i) thereof held by BioCryst Ireland Limited and its Subsidiaries, shall not, at any time, exceed [***] and (ii) held by all other Restricted Subsidiaries (other than cash and cash equivalents held by Credit Parties in its entirety and replacing it with the following: “Agent and Required Lenders have consented in writing Collateral Accounts that are subject to the consummation of such Acquisition (which consent may be given in Agent’s and each such Lender’s sole and absolute discretionfirst priority perfected security interest)”, shall not, at any time, exceed [***]. (c) The definition of “Permitted Debt” appearing in Article 1 following new defined terms are hereby added to Section 15 of the Original Credit Agreement is hereby amended by (i) deleting the “and” immediately preceding clause (o), (ii) revising existing clause (o) to new clause (p) and (iii) adding the following new clause (o) in the appropriate alphabetical order therein: “, (o) the Project Destiny Deferred Consideration in an aggregate amount not to exceed $6,363,335; provided that no payment shall be made by or on behalf of Borrower or its Subsidiaries in respect of the Project Destiny Deferred Consideration if an Event of Default has occurred and is continuing or would result from the making of any such payment unless Agent and Required Lenders have provided their prior written consent to the making of such payment; and” (d) Article 1 of the Original Credit Agreement is hereby amended by adding the following definitions in the appropriate alphabetical order thereinorder: