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EXHIBIT 10-H
[XXXXX FARGO LOGO]
Commercial Banking Group
P.O. Box 3326
Houston, TX 77253-3326
(000) 000-0000
September 27, 1996
Xx. Xxxxx X. Xxxxxx
Vice President Finance and Treasurer
Veritas DGC, Inc.
0000 Xxxxx Xxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
Dear Xx. Xxxxxx:
Xxxxx Fargo Bank (Texas), National Association has approved the following
changes to the credit agreement dated July 18, 1996:
1. Name change to Veritas DGC, Inc.
2. Approval of issuance of $75,000,000 in senior unsecured notes as described
in Prospectus dated September 20, 1996
3. Add Veritas entities as borrowers and/or guarantors where appropriate
4. Add account receivables of Veritas entities to the collateral base
5. Release the liens on all assets except account receivable upon payment of
the WFB term note
6. Reduce the interest rate on the $15,000,000 to 30, 60, or 90 day Libor
plus 200 basis points
7. Capital expenditures not to exceed $35,000,000 during any fiscal year plus
amounts financed through debt or equity offerings
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8. Revise the following ratio covenants:
A) minimum EBITDA coverage 1.50X
B) maximum funded debt/capitalization .55X
C) minimum Tangible Net Worth $85,000,000
All other terms and conditions remain unchanged.
Sincerely,
/s/ XXXX X. XXXXXXX
Xxxx X. Xxxxxxx
Vice President
Commercial Lending Division