SECOND AMENDMENT
----------------
SECOND AMENDMENT (this "Amendment"), dated as of February 8,
1999, among OMNIQUIP INTERNATIONAL, INC., a Delaware corporation (the
"Borrower"), the lenders party to the Credit Agreement referred to below on the
date hereof and immediately before giving effect to this Amendment (the
"Existing Banks") and FIRST UNION NATIONAL BANK, as Administrative Agent (the
"Agent"). All capitalized terms used herein and not otherwise defined shall have
the respective meanings provided such terms in the Credit Agreement referred to
below.
W I T N E S S E T H :
- - - - - - - - - -
WHEREAS, the Borrower, the Existing Banks and the Agent are
parties to a Credit Agreement, dated as of November 17, 1997 (as amended to the
date hereof, the "Credit Agreement"); and
WHEREAS, the parties hereto wish to amend the Credit
Agreement as herein provided;
NOW, THEREFORE, it is agreed:
1. On and after the Second Amendment Effective Date (as
defined below), Subsection 9.04(ix) of the Credit Agreement shall be amended by
deleting such Subsection 9.04(ix) in its entirety and inserting in lieu thereof:
"additional unsecured Indebtedness of the Borrower and its
Subsidiaries not to exceed $10,000,000 in aggregate
principal amount at any time outstanding."
2. This Amendment is limited as specified and shall not
constitute a modification, acceptance or waiver of any other provision of the
Credit Agreement or any other Credit Document.
3. This Amendment may be executed in any number of
counterparts and by the different parties hereto on separate counterparts, each
of which counterparts when executed and delivered shall be an original, but all
of which shall together constitute one and the same instrument. A complete set
of counterparts shall be lodged with the Borrower and the Agent.
4. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE
PARTIES HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW
OF THE STATE OF NEW YORK.
5. Subject to Section 6 of this Amendment, this Amendment
shall become effective on the date (the "Second Amendment Effective Date") when
the Borrower, the Agent and each Existing Bank shall have signed a counterpart
hereof (whether the same or different
Page 2
counterparts) and shall have delivered (including by way of facsimile
transmission) the same to the Agent at its Notice Office.
6. From and after the Second Amendment Effective Date, all
references in the Credit Agreement and each of the Credit Documents to the
Credit Agreement shall be deemed to be references to the Credit Agreement as
amended hereby.
* * *
IN WITNESS WHEREOF, each of the parties hereto has caused a
counterpart of this Amendment to be duly executed and delivered as of the date
first above written.
OMNIQUIP INTERNATIONAL, INC.
By /s/ X. Xxxxx Stiff
------------------------------
Title: President & CEO
FIRST UNION NATIONAL BANK
Individually, and as Agent
By /s/ Xxxxxx X. Xxxxxxx
------------------------------
Xxxxxx X. Xxxxxxx
Title: Vice President
XXXXXX XXXXXXX SENIOR
FUNDING, INC.
By /s/ J. Xxxxxx Xxxxxxx
------------------------------
Title: Vice President
BANK OF SCOTLAND
By /s/ Xxxxx Xxxxx
------------------------------
Xxxxx Xxxxx
Title: Asst. Vice President
CREDIT AGRICOLE INDOSUEZ
By /s/ Xxxxx Xxxxx By /s/ Xxxxxxxxx X. Xxxxx
------------------------------ ------------------------------
Xxxxx Xxxxx, F.V.P. Xxxxxxxxx X. Xxxxx
Title: Head of Corporate Banking Title: First Vice President
Chicago
FIRST BANK
By /s/ Xxx Xxxxxxx
------------------------------
Title: VP
THE FIRST NATIONAL BANK OF CHICAGO
By /s/ Xxxxxx X. Xxxxxxx
------------------------------
Title: Vice President
FIRSTAR BANK MILWAUKEE, N.A.
By /s/ Xxxx Xxxxx
------------------------------
Title: Asst. Vice President
FLEET CAPITAL CORPORATION
By /s/ Xxxxxx Xxxxx
------------------------------
Title: SVP
THE FUJI BANK, LIMITED
By /s/ Xxxxx X. Xxxxxxxx
------------------------------
Xxxxx X. Xxxxxxxx
Title: Joint General Manager
XXXXXX TRUST AND SAVINGS BANK
By /s/ Xxxxxx Dloby
------------------------------
Title: Vice President
M&I XXXXXXXX AND XXXXXX BANK
By /s/ Xxxxxxxx Xxxxxxx
------------------------------
Title: Vice President
THE MITSUBISHI TRUST AND
BANKING CORPORATION
By
------------------------------
Title:
NATIONAL CITY BANK
By /s/ Xxxxx X. Xxxxxxxx
------------------------------
Title: Vice President
WACHOVIA BANK, N.A.
By /s/ Xxxxx X. Xxxxxxx
------------------------------
Xxxxx X. Xxxxxxx
Title: Senior Vice President
RZB FINANCE, LLP
By /s/ Xxxx X. Xxxxxxx By /s/ Xxxxxxxxx Xxxxx
----------------------------------------------------------
Xxxx X. Xxxxxxx Xxxxxxxxx Xxxxx
Title: Vice President Title: Assistant Vice President
