The CIT Group/
Equipment Financing
000 XXX Xxxxx
X. X. Xxx 000
Xxxxxxxxxx, XX 00000-0000
November 17, 1998
THE
CIT
GROUP
Xxx Xxxxx
Vice President and Treasurer
LSB Industries
00 Xxxxx Xxxxxxxxxxxx Xxxxxx
Xxxxxxxx Xxxx, XX 00000
Dear Xx. Xxxxx:
Reference is made to that certain Loan and Security Agreement,
dated as of October 31, 1994, as amended, a Loan and Security
Agreement, dated as of April 5, 1995, as amended, and a Loan and
Security Agreement dated as of November 15, 1995, as amended, by
and between The CIT Group/Equipment Financing, Inc. ("Lender") and
DSN Corporation ("Borrower").
Borrower has informed Lender that ClimaChem was not in compliance
with the Tangible Net Worth covenant contained in Section 6.10, and
the Leverage Ratio covenant of the above referenced Agreement for
the period ended September 30, 1998, and will be unable to meet
these requirements through and including the quarter ending
September 30, 1999.
Borrower has requested, that notwithstanding anything to the
contrary in the Agreement, that Lender waive these instances of
non-compliance for these periods.
Lender hereby waives these instances of non-compliance for the
periods mentioned above, provided that such waiver is subject to
the following conditions:
(1) This waiver is strictly limited to the Tangible Net Worth and
Leverage Ratio Covenants of the Agreement.
(2) The waiver is strictly limited to the specific periods above.
Lender also agrees to consider resetting the covenants sixty (60)
days from the date of this waiver, along with a determination of
the fee. However, the reset of the covenants is subject to
approval by Lender's Credit Committee.
Sincerely,
THE CIT GROUP/Equipment Financing, Inc.
By /s/ Xxxxxxx Xxxxxx
______________________________________
Xxxxxxx X. Xxxxxx
Vice President
An affiliate of
The Dai-Ichi Kangyo Bank, Limited
