Industrial Services of America Inc /Fl Sample Contracts

EXHIBIT B
Stock Option Agreement • August 14th, 1997 • Industrial Services of America Inc /Fl • Electronic components & accessories • Kentucky
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PROMISSORY NOTE
Promissory Note • January 20th, 2015 • Industrial Services of America Inc • Sanitary services • Kentucky
EXHIBIT C
Stock Option Agreement • August 14th, 1997 • Industrial Services of America Inc /Fl • Electronic components & accessories • Kentucky
BB&T LOAN AGREEMENT
Loan Agreement • May 22nd, 2008 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky

This Loan Agreement (the "Agreement") is made this 7th day of May, 2008 by and between BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation ("Bank"), and:

AMENDED AND RESTATED REVOLVING LOAN NOTE
Revolving Loan Note • December 12th, 2011 • Industrial Services of America Inc /Fl • Sanitary services

For value received, the undersigned, INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation ("ISA"), ISA INDIANA, INC., an Indiana corporation ("ISA Indiana"), and each of the other Persons that become a Borrower under the Credit Agreement after the Effective Date (such Persons, together with ISA and ISA Indiana, are each a "Borrower" and, collectively, "Borrowers"), hereby jointly and severally promise to pay to the order of FIFTH THIRD BANK, an Ohio banking corporation ("Lender"), the principal sum of FORTY MILLION AND 00/100 DOLLARS ($40,000,000), or such lesser amount as shall equal the aggregate unpaid and outstanding principal amount of the Revolving Loans made by Lender to Borrowers under the Credit Agreement dated as of July 30, 2010, as amended by the First Amendment to Credit Agreement dated as of April 14, 2011 and the Second Amendment to Credit Agreement dated of even date herewith (as the same may be hereafter amended, supplemented or restated from time to time, the "

EXHIBIT C-1 FORM OF BORROWER SECURITY AGREEMENT SECURITY AGREEMENT
Security Agreement • August 9th, 2011 • Industrial Services of America Inc /Fl • Sanitary services

THIS SECURITY AGREEMENT (this “Agreement”), dated as of July 30, 2010 (the “Effective Date”), by and among FIFTH THIRD BANK, an Ohio banking corporation, as Agent for the benefit of the Secured Creditors (as defined below) (“Agent”), and INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), and each of the other Persons that become a Borrower under the Credit Agreement after the Closing Date (such Persons, together with ISA and ISA Indiana, are each a “Borrower” and, collectively, “Borrowers”), is as follows:

EXHIBIT F FORM OF REVOLVING LOAN NOTE REVOLVING LOAN NOTE
Revolving Loan Note • August 9th, 2011 • Industrial Services of America Inc /Fl • Sanitary services

This Note is one of the Revolving Loan Notes referred to in the Credit Agreement and is entitled to the benefits and security, and is subject to the terms and conditions, of the Credit Agreement, including, without limitation, acceleration upon the terms provided therein and in the other Loan Documents. All capitalized terms used herein which are defined in the Credit Agreement and not otherwise defined herein shall have the meanings given in the Credit Agreement.

AMENDED AND RESTATED REVOLVING LOAN NOTE
Revolving Loan Note • November 20th, 2012 • Industrial Services of America Inc /Fl • Sanitary services

For value received, the undersigned, INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), and each of the other Persons that become a Borrower under the Credit Agreement after the Effective Date (such Persons, together with ISA and ISA Indiana, are each a “Borrower” and, collectively, “Borrowers”), hereby jointly and severally promise to pay to the order of FIFTH THIRD BANK, an Ohio banking corporation (“Lender”), the principal sum of TWENTY-FIVE MILLION AND 00/100 DOLLARS ($25,000,000), or such lesser amount as shall equal the aggregate unpaid and outstanding principal amount of the Revolving Loans made by Lender to Borrowers under the Credit Agreement dated as of July 30, 2010, as amended by the First Amendment to Credit Agreement dated as of April 14, 2011, the Second Amendment to Credit Agreement dated as of November 16, 2011, the Third Amendment to Credit Agreement dated as of March 2, 2012, the Fourth Amen

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 2nd, 2016 • Industrial Services of America Inc • Sanitary services • Connecticut

THIS LOAN AND SECURITY AGREEMENT (as amended, modified, restated or supplemented, this “Agreement”), is entered into as of February 29, 2016, by and among MIDCAP BUSINESS CREDIT LLC, a Texas limited liability company, the secured party hereunder (“Lender”), INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”; and together with any additional Person (as defined in Section 15(n) below) that at any time after the date hereof becomes an additional borrower to this Agreement, jointly, severally and collectively, “Borrowers” and each a “Borrower”), ISA LOGISTICS LLC, a Kentucky limited liability company (“ISA Logistics”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), ISA REAL ESTATE, LLC, a Kentucky limited liability company (“ISA Real Estate”), ISA INDIANA REAL ESTATE, LLC, a Kentucky limited liability company (“ISA IN Real Estate”), 7021 GRADE LANE LLC, a Kentucky limited liability company (“7021 Grade Lane”), 7124 GRADE LANE LLC, a Kentucky limited liability co

AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • May 10th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky

This Amended Executive Employment Agreement (“Agreement”) is made as of the 1st day of April, 2010 (the “Effective Date”) by and between INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation located at 7100 Grade Lane, Building #1, Louisville, Kentucky 40213 (the “Company”) and BRIAN DONAGHY, an individual residing at 18811 Weatherford Circle, Louisville, Kentucky 40245 (“the “Executive”).

Assignment of Promissory Note as Collateral Security
Assignment of Promissory Note as Collateral Security • October 21st, 2013 • Industrial Services of America Inc /Fl • Sanitary services

THIS Assignment of Promissory Note as Collateral Security (the “Assignment”) is entered into as of October 15, 2013 by and between WESSCO, LLC, a Delaware limited liability company, (the "Assignor") and THE BANK OF KENTUCKY, INC., a Kentucky banking corporation, (the "Assignee").

INTERCREDITOR AND SUBORDINATION AGREEMENT
Intercreditor and Subordination Agreement • March 25th, 2016 • Industrial Services of America Inc • Sanitary services • Connecticut

THIS INTERCREDITOR AND SUBORDINATION AGREEMENT (this “Agreement” as further defined below) is entered into as of this 29th day of February, 2016 by K&R, LLC, a Kentucky limited liability company (“Subordinated Lender” as further defined below), INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“Company”) and the other “Debtors” signatory hereto, for the benefit of MIDCAP BUSINESS CREDIT LLC, a Texas limited liability company (“Senior Lender” as further defined below).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • June 5th, 2009 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky

This Executive Employment Agreement ("Agreement") is made as of the 1st day of June, 2009 (the "Effective Date") by and between INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation located at 7100 Grade Lane, Building #1, Louisville, Kentucky 40213 (the "Company") and JEFFREY VALENTINE, an individual residing at 15946 Keeney Drive, Fairhope, Alabama 36532 ("the "Executive").

AGREEMENT AND PLAN OF SHARE EXCHANGE
Share Exchange Agreement • July 17th, 2009 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky

This AGREEMENT AND PLAN OF SHARE EXCHANGE (this "Agreement"), dated as of July 16, 2009 (the "Effective Date"), is made by and between the HARRY KLETTER FAMILY LIMITED PARTNERSHIP, a Kentucky limited partnership ("HKFLP"), 7124 GRADE LANE LLC, a Kentucky limited liability company (the "Company"), and INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation ("ISA"). HKFLP, the Company, and ISA are referred to herein separately as a "Party" and collectively as the "Parties."

AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT – JONES
Executive Employment Agreement • August 9th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky

This Executive Employment Agreement (“Agreement”) is made as of the 1st day of July, 2010 (the “Effective Date”) by and between INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation located at 7100 Grade Lane, Building #1, Louisville, Kentucky 40213 (the “Company”) and STEVE JONES, an individual residing at 3011 Long Creek Way, Louisville, Kentucky 40245 (“the “Executive”).

PLEDGE AGREEMENT
Pledge Agreement • November 13th, 2018 • Industrial Services of America Inc • Wholesale-misc durable goods • New York

This PLEDGE AGREEMENT, dated as of November 9, 2018 (as amended, amended and restated, supplemented or otherwise modified, renewed or replaced from time to time, this “Agreement”), is by and between INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“Pledgor”) and BANK OF AMERICA, N.A. (“Pledgee”).

Loan and Security Agreement
Loan and Security Agreement • May 2nd, 2011 • Industrial Services of America Inc /Fl • Sanitary services • Ohio

This Loan and Security Agreement (this “Agreement”) dated as of April 12, 2011 is made by and between FIFTH THIRD BANK, an Ohio banking corporation, for itself and as agent for any affiliate of Fifth Third Bancorp (together with its successors and assigns, the “Lender”), and INDUSTRIAL SERVICES OF AMERICA, INC., a corporation organized under the laws of the State of Florida and having a principal place of business at 7100 Grade Lane, Louisville, KY 40232 (“Borrower”).

GUARANTY OF PAYMENT
Guaranty of Payment • January 20th, 2015 • Industrial Services of America Inc • Sanitary services • Kentucky

This GUARANTY OF PAYMENT is dated as of January 15, 2015 (this “Guaranty”), and executed by INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation, (the “Guarantor”), to and for the benefit of THE BANK OF KENTUCKY, INC., a Kentucky banking corporation, (the “Lender”).

Contract
Term Note • March 25th, 2016 • Industrial Services of America Inc • Sanitary services

ANYTHING HEREIN TO THE CONTRARY NOTWITHSTANDING, THE EXERCISE OF ANY RIGHT OR REMEDY WITH RESPECT HERETO, THE PAYMENT OBLIGATIONS HEREUNDER AND CERTAIN OF THE RIGHTS OF THE HOLDER HEREOF ARE SUBJECT TO THE PROVISIONS OF THE INTERCREDITOR AND SUBORDINATION AGREEMENT DATED ON OR ABOUT THE DATE HEREOF (AS AMENDED, RESTATED, SUPPLEMENTED, OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “INTERCREDITOR AGREEMENT”), BY AND AMONG MIDCAP BUSINESS CREDIT LLC, AS SENIOR LENDER, K&R, LLC AS SUBORDINATED LENDER, AND INDUSTRIAL SERVICES OF AMERICA, INC. AND CERTAIN OF ITS SUBSIDIARIES, AS DEBTORS. IN THE EVENT OF ANY CONFLICT BETWEEN THE TERMS OF THE INTERCREDITOR AGREEMENT AND THIS TERM NOTE, THE TERMS OF THE INTERCREDITOR AGREEMENT SHALL GOVERN AND CONTROL.

LOAN AGREEMENT
Loan Agreement • March 30th, 2001 • Industrial Services of America Inc /Fl • Electronic components & accessories • Kentucky

THIS LOAN AGREEMENT between Industrial Services of America, Inc. ("Borrower") and Bank of Louisville ("Lender") is made and executed on the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans and other financial accommodations, including those which may be described on any exhibit or schedule attached to this Agreement. All such loans and financial accommodations, together with all future loans and financial accommodations from Lender to Borrower, are referred to in this Agreement individually as the "Loan" and collectively as the "Loans." Borrower understands and agrees that: (a) in granting, renewing, or extending any Loan, Lender is relying upon Borrower's representations, warranties, and agreements, as set forth in this Agreement; (b) the granting, renewing, or extending of any Loan by Lender at all times shall be subject to Lender's sole judgment and discretion; and (c) all such Loans shal

EXHIBIT H FORM OF GUARANTY GUARANTY
Guaranty • August 9th, 2011 • Industrial Services of America Inc /Fl • Sanitary services • Ohio

THIS GUARANTY (this “Guaranty”), dated as of July 30, 2010 (the “Effective Date”), made by COMPUTERIZED WASTE SYSTEMS, LLC, a Kentucky limited liability company (“CWS”), ISA INDIANA REAL ESTATE, LLC, a Kentucky limited liability company (“Indiana Real Estate”), ISA LOGISTICS LLC, a Kentucky limited liability company (“Logistics”), ISA REAL ESTATE, LLC, a Kentucky limited liability company (“ISA Real Estate”), ISA RECYCLING, LLC, a Kentucky limited liability company (“Recycling”), WASTE EQUIPMENT SALES & SERVICE CO., LLC, a Kentucky limited liability company (“Waste Equipment”), 7021 GRADE LANE LLC, a Kentucky limited liability company (“7021 Grade”), 7124 GRADE LANE LLC, a Kentucky limited liability company (“7124 Grade”), and 7200 GRADE LANE LLC, a Kentucky limited liability company (“7200 Grade”) (CWS, Indiana Real Estate, Logistics, ISA Real Estate, Recycling, Waste Equipment, 7021 Grade, 7124 Grade and 7200 Grade are each a “Guarantor and, collectively, (“Guarantors”), to, and for

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ASSET PURCHASE AGREEMENT by and among RIVER METALS RECYCLING LLC, THE DAVID J. JOSEPH COMPANY, INDUSTRIAL SERVICES OF AMERICA, INC., ISA INDIANA, INC., ISA LOGISTICS LLC, ISA REAL ESTATE, LLC, ISA INDIANA REAL ESTATE LLC, AND Dated as of August 16, 2019
Asset Purchase Agreement • August 19th, 2019 • Industrial Services of America Inc • Wholesale-misc durable goods • Delaware

This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into effective as of August 16, 2019 (the “Effective Date”), by and among RIVER METALS RECYCLING LLC, a Kentucky limited liability company (“Buyer”), INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), ISA LOGISTICS LLC, a Kentucky limited liability company (“ISA Logistics”), ISA REAL ESTATE, LLC, a Kentucky limited liability company (“ISA Real Estate”), ISA INDIANA REAL ESTATE LLC, a Kentucky limited liability company (“ISA Indiana RE”), 7021 GRADE LANE LLC, a Kentucky limited liability company (“7021 Grade Lane LLC”), 7124 GRADE LANE LLC, a Kentucky limited liability company (“7124 Grade Lane LLC”), and 7200 GRADE LANE LLC, a Kentucky limited liability company (“7200 Grade Lane LLC” and, together with ISA, ISA Indiana, ISA Logistics, ISA Real Estate, ISA Indiana RE, 7021 Grade Lane LLC, and 7124 Grade Lane LLC, collectively, “Sellers”), and,

TERMINATION AND CONSULTING AGREEMENT
Termination and Consulting Agreement • June 17th, 2013 • Industrial Services of America Inc /Fl • Sanitary services • Kentucky

This Termination and Consulting Agreement (“Agreement”) is made as of the 17th day of June, 2013 by and between Industrial Services of America, Inc., a Florida corporation located at 7100 Grade Lane, Louisville, Kentucky 40213 (“ISA” or the “Company”) and Brian Donaghy (“Donaghy”).

SCHEDULE “DD” TO BB&T LOAN AGREEMENT
Loan Agreement • May 10th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services • North Carolina

This Schedule “DD” is an attachment to and a part of the Loan Agreement (the “Loan Agreement”) dated April 13, 2010 between Branch Banking and Trust Company (“Bank”) and Industrial Services of America, Inc. (“Borrower”).

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • August 9th, 2011 • Industrial Services of America Inc /Fl • Sanitary services • Ohio

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), entered into as of November 15, 2010 (the “Effective Date”), by and among INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), the Lenders party hereto, and FIFTH THIRD BANK, an Ohio banking corporation (“Fifth Third”), in its capacity as Agent for Lenders and LC Issuer under this Agreement (“Agent”) and as LC Issuer, is as follows:

BB&T LOAN AGREEMENT
Loan Agreement • May 10th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services • Indiana

This Loan Agreement (the “Agreement”) is made this 13th day of April, 2010 by and among BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation (“Bank”), INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“Borrower”), having its chief executive office at 7100 Grade Lane in Louisville, Kentucky and BB&T BANKCARD CORPORATION, a corporation (“BB&T BankCard”).

MODIFICATION OF LOAN AGREEMENT
Loan Agreement • February 18th, 2009 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky

THIS MODIFICATION OF LOAN AGREEMENT (the "Agreement") is made and entered into this 11th day of February, 2009, by and between BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation ("Bank"), and INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation ("Borrower");

REAFFIRMATION AND AMENDMENT OF GUARANTY AND REAFFIRMATION OF SECURITY
Guaranty • May 2nd, 2011 • Industrial Services of America Inc /Fl • Sanitary services

In satisfaction of the condition set forth in the First Amendment to Credit Agreement between Agent, LC Issuer, the Lenders and Borrowers (the “Amendment”), the undersigned (“Guarantors”) hereby: (i) consent to the Amendment and to the transactions contemplated therein, (ii) ratify and reaffirm their Guaranty dated as of July 30, 2010 (the “Guaranty”), (iii) acknowledge and agree that Guarantors are not released from their obligations under the Guaranty by reason of the Amendment, the Amended and Restated Revolving Loan Note or the transactions contemplated thereby and that the obligations of Guarantors under the Guaranty extend to the Credit Agreement and the other Loan Documents, as amended, or as amended and restated, in connection with the Amendment, and (iv) confirm that the Amendment shall not in any manner (A) constitute the refinancing, refunding, payment or extinguishment of the indebtedness evidenced by the existing Loan Documents and secured by their Security Agreement dated

LEASE AGREEMENT
Lease Agreement • May 6th, 2015 • Industrial Services of America Inc • Sanitary services • Kentucky

This Lease Agreement (“Lease”) is made and entered into on this 30th day of April, 2015, by and between LK Property Investments, LLC (“Landlord”), and Industrial Services of America, Inc. (“Tenant”).

FIFTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 20th, 2012 • Industrial Services of America Inc /Fl • Sanitary services • Ohio

THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), entered into as of November 14, 2012 (the “Effective Date”), by and among INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), the Lenders party hereto, and FIFTH THIRD BANK, an Ohio banking corporation (“Fifth Third”), in its capacity as Agent for Lenders and LC Issuer under this Agreement (“Agent”) and as LC Issuer and a Lender, is as follows:

FORBEARANCE AGREEMENT AND THIRD AMENDMENT TO CREDIT AGREEMENT
Forbearance Agreement and Third Amendment to Credit Agreement • November 12th, 2015 • Industrial Services of America Inc • Sanitary services • Kentucky

THIS FORBEARANCE AGREEMENT AND THIRD AMENDMENT TO CREDIT AGREEMENT is made and entered into on November 6, 2015, by and among INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“Parent”), ISA INDIANA, INC., an Indiana corporation (“ISA Inc.”), ISA LOGISTICS LLC, a Kentucky limited liability company (“ISA Logistics”; and, together with Parent and ISA Inc., “Borrowers”), ISA REAL ESTATE, LLC, a Kentucky limited liability company (“ISA Real Estate”), ISA INDIANA REAL ESTATE, LLC, a Kentucky limited liability company (“Indiana Real Estate”), WESSCO, LLC, a Delaware limited liability company (“WESSCO”), 7021 GRADE LANE LLC, a Kentucky limited liability company (“7021 Grade”), 7124 GRADE LANE LLC, a Kentucky limited liability company (“7124 Grade”), 7200 GRADE LANE LLC, a Kentucky limited liability company (“7200 Grade”; and, together with ISA Real Estate, Indiana Real Estate, WESSCO, 7021 Grade, and 7124 Grade, “Guarantors”; and, together with Borrowers, “Loan Parties”), each with

SECOND RENEWED REVOLVING LOAN NOTE
Revolving Loan Note • February 24th, 2014 • Industrial Services of America Inc /Fl • Sanitary services

For value received, the undersigned, INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation ("ISA"), ISA INDIANA, INC., an Indiana corporation ("ISA Indiana"), and each of the other Persons that become a Borrower under the Credit Agreement after the Effective Date (such Persons, together with ISA and ISA Indiana, are each a "Borrower" and, collectively, "Borrowers"), hereby jointly and severally promise to pay to the order of FIFTH THIRD BANK, an Ohio banking corporation ("Lender"), the principal sum of Fifteen Million and No/100 Dollars ($15,000,000.00), or such lesser amount as shall equal the aggregate unpaid and outstanding principal amount of the Revolving Loans made by Lender to Borrowers under the Credit Agreement dated as of July 30, 2010, as amended by the First Amendment to Credit Agreement dated as of April 14, 2011, the Second Amendment to Credit Agreement dated as of November 16, 2011, the Third Amendment to Credit Agreement dated as of March 2, 2012, the Fourth Amend

BB&T LOAN AGREEMENT
Loan Agreement • July 6th, 2009 • Industrial Services of America Inc /Fl • Services-management consulting services • Indiana

This Loan Agreement (the "Agreement") is made this 30th day of June, 2009 by and among BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation ("Bank"), INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation ("Borrower"), having its chief executive office at 7100 Grade Lane in Louisville, Kentucky, and ISA REAL ESTATE, LLC; a Kentucky limited liability company, ISA INDIANA REAL ESTATE, LLC, a Kentucky limited liability company, and 7021 GRADE LANE LLC, a Kentucky limited liability company (collectively "Mortgagors").

SIXTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • April 1st, 2013 • Industrial Services of America Inc /Fl • Sanitary services • Ohio

THIS SIXTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), entered into as of April 1, 2013 (the “Effective Date”), by and among INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), the Lenders party hereto, and FIFTH THIRD BANK, an Ohio banking corporation (“Fifth Third”), in its capacity as Agent for Lenders and LC Issuer under this Agreement (“Agent”) and as LC Issuer and a Lender, is as follows:

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