AMENDMENT TO LOAN AGREEMENT
This Amendment amends that certain Loan Agreement dated as of September
30, 1998, the parties to which are ITRON, INC. ("Borrower"), BANK OF AMERICA,
N.A., formerly Bank of America National Trust and Savings Association, and U.S.
BANK NATIONAL ASSOCIATION (collectively, including their respective successors
and/or assigns, "Banks"), and BANK OF AMERICA, N.A., formerly Bank of America
National Trust and Savings Association, as "Agent." All terms defined in the
Agreement shall have the same meaning when used in this Amendment, except as may
be otherwise provided in this Amendment or in any prior amendment. For mutual
consideration, the parties agree as follows:
1. Commitment Period. Section 2.1 of the Agreement is amended to
provide that the "Commitment Period" shall be the period beginning on the
Effective Date and ending on January 31, 2000.
2. Applicable Interest Period. The definition of "Applicable Interest
Period" in Section 1.1 of the Agreement is amended to read as follows:
"Applicable Interest Period" means, with respect to any Loan,
the period commencing on the date such Loan was made pursuant to
Section 2.2 or converted or continued pursuant to Section 2.5 and
ending:
(a) At the end of the Commitment Period in the
case of a Base Rate Loan;
(b) one, two, or three months thereafter in the case
of a LIBOR Loan as specified in the Notice of Borrowing or
Notice of Refinancing given by Borrower in respect of such
Loan;
provided, however, that no Applicable Interest Period may end later
than February 29, 2000.
3. Letters of Credit. Section 2.11 of the Agreement is amended to provide that
tenors of Letters of Credit may not extend beyond February 29, 2000, rather than
September 30, 1999.
4. Notices. The notice address of each party shall be as shown on the signature
pages of this Amendment, rather than on the signature pages of the Agreement.
The certificate set forth as Exhibit G to the Agreement shall be addressed to
the Agent at the address shown on this Amendment.
5. Extension Fee. Upon execution of this Amendment, Borrower shall pay
to Agent, for the account of Banks, an extension fee of $15,000.
6. Other Terms. Except as specifically amended by this Amendment or any prior
amendment, all other terms, conditions, and definitions of the Agreement shall
remain in full force and effect.
7. Counterparts. This Amendment may be signed in any number of counterparts,
each of which shall be an original, with the same effect as if the signatures to
such counterparts were upon the same instrument. This Amendment shall be deemed
fully executed when the Agent shall have received counterparts of this Amendment
signed by Borrower, Agent, and all Banks.
DATED as of the 30th day of September, 1999.
Borrower: Agent:
ITRON, INC BANK OF AMERICA, N.A.
By By
Title Title
Address: Address:
▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇ Agency Management Services
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ WA1-102-16-20
Attn: Treasurer ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇
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Attention: ▇▇▇▇ ▇▇▇▇▇
Banks:
BANK OF AMERICA, N.A U.S. BANK NATIONAL ASSOCIATION
By By
Title Title
Address: Address:
Commercial Banking ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇
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▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Attention: ▇▇▇▇ ▇▇▇▇▇▇
