Exhibit 10.3
July 12, 0000
Xxxxxx Xxxx Services, Inc.
00 Xxxxxxxx Xxxxx Xxxx
Xxxxxx, Xxx Xxxx 00000
Ladies/Gentlemen:
Please refer to the Amended and Restated Credit Agreement dated as of
November 2, 1998 (as amended, the "Credit Agreement") among United Road
Services, Inc. (the "Company"), various financial institutions and Bank of
America National Trust and Savings Association, as Agent, and the waiver letter
dated June 22, 1999 among the Company, various financial institutions and the
Agent (the "Waiver Letter"). Capitalized terms used but not otherwise defined
herein have the meanings assigned thereto in the Credit Agreement.
The undersigned Required Banks agree that, so long as (i) the Required
Banks have not revoked this waiver letter by giving written notice to the
Company of such revocation and (ii) all other applicable conditions precedent
under the Credit Agreement are satisfied, the Company may, notwithstanding the
Unmatured Event of Default described in the Waiver Letter, continue to borrow
Loans or obtain Letters of Credit under the Credit Agreement, provided that the
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aggregate outstanding principal amount of all Loans plus the aggregate Stated
Amount of all Letters of Credit does not at any time exceed $65,000,000. As of
the date hereof, the Required Banks revoke the provisions of the Waiver Letter
which allowed the Company to continue any outstanding Eurodollar Loans and/or to
convert Base Rate Loans into Eurodollar Loans.
This letter is limited to the matters specifically set forth herein and
shall not be deemed to constitute a waiver or consent with respect to any other
matter whatsoever. The Required Banks reserve all their rights under the Credit
Agreement with respect to the existing Unmatured Event of Default, any Event of
Default which may result therefrom and any other matter.
This letter shall become effective upon receipt by the Agent of
counterparts hereof (or facsimiles thereof) executed by the Required Banks.
BANK OF AMERICA NATIONAL TRUST AND SAVINGS
ASSOCIATION, as Agent
By:__________________________________________
Title________________________________________
BANK OF AMERICA NATIONAL TRUST AND SAVINGS
ASSOCIATION, as a Bank
By:__________________________________________
Title________________________________________
BANKBOSTON, N.A., as a Bank
By:__________________________________________
Title________________________________________
COMERICA BANK, as a Bank
By:__________________________________________
Title________________________________________
FLEET NATIONAL BANK, as a Bank
By:__________________________________________
Title________________________________________
THE CHASE MANHATTAN BANK, as a Bank
By:__________________________________________
Title________________________________________
Accepted and Agreed to
this ____ day of July, 0000
XXXXXX XXXX SERVICES, INC.
By:___________________________
Title_________________________
