SECOND AMENDMENT TO
REVOLVING CREDIT, TERM LOAN
AND
SECURITY AGREEMENT
BY AND AMONG
PNC BANK, NATIONAL ASSOCIATION
(AS LENDER, ADMINISTRATIVE AGENT AND LEAD ARRANGER),
JPMORGAN CHASE BANK
(AS LENDER AND SYNDICATION AGENT),
THE LENDERS,
AND
LESCO, INC.;
LESCO SERVICES, INC.;
LESCO TECHNOLOGIES, LLC;
AND
AIM LAWN & GARDEN PRODUCTS, INC.;
(BORROWERS)
February 7, 2002
SECOND AMENDMENT TO REVOLVING CREDIT,
TERM LOAN AND SECURITY AGREEMENT
THIS SECOND AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND SECURITY
AGREEMENT (the "Amendment") dated as of February ___, 2002, by and among LESCO,
INC., a corporation organized under the laws of the State of Ohio ("LESCO"),
LESCO SERVICES, INC., a corporation organized under the laws of the State of
Ohio ("LSI"), LESCO TECHNOLOGIES, LLC, a limited liability company organized
under the laws of the State of Nevada ("Technologies"), and AIM LAWN & GARDEN
PRODUCTS, INC., a corporation organized under the laws of the State of Ohio
("AIM"), each a "Borrower" and collectively "Borrowers"), the financial
institutions which are a party hereto (collectively, the "Lenders" and
individually a "Lender"), PNC BANK, NATIONAL ASSOCIATION ("PNC"), as
administrative agent for Lenders (PNC, in such capacity, the "Agent"), and
JPMORGAN CHASE BANK ("JPMorgan Chase"), as syndication agent for the Lenders
(JPMorgan Chase, in such capacity, the "Syndication Agent").
W I T N E S S E T H:
WHEREAS, the Borrowers, the Lenders, the Administrative Agent and the
Syndication Agent are parties to that certain Revolving Credit, Term Loan and
Security Agreement dated as of January 14, 2002, as amended by a First Amendment
thereto dated as of February 7, 2002 (collectively, the "Agreement").
WHEREAS, the parties hereto desire to amend the terms of the Agreement
as provided for herein.
NOW, THEREFORE, the parties hereto, in consideration of their mutual
covenants and agreements hereinafter set forth and intending to be legally bound
hereby, covenant and agree as follows:
1. Section 7.11 is hereby amended and restated in its entirety as
follows:
"7.11 LEASES. Enter as lessee into any lease arrangement for real or
personal property (unless capitalized and permitted under Section 7.6 hereof) if
after giving effect thereto, aggregate annual rental payments for all leased
property would exceed $24,000,000 in any one fiscal year in the aggregate for
all Borrowers."
2. FORCE AND EFFECT. Each Lender and each Borrower reconfirms and
ratifies the Agreement and all Other Documents executed in connection therewith
except to the extent any such documents are expressly modified by this
Amendment, and each Borrower confirms that all such documents have remained in
full force and effect since the date of their execution.
3. GOVERNING LAW. This Amendment shall be deemed to be a contract under
the laws of the State of Ohio and for all purposes shall be governed by and
construed and enforced in accordance with the internal laws of the State of Ohio
without regard to its conflict of laws principles.
4. COUNTERPARTS; EFFECTIVE DATE. This Amendment may be signed by
telecopy or original in any number of counterparts, each of which shall be
deemed an original, but all of which together shall constitute one and the same
instrument. This Amendment shall become effective as of the date first above
written upon its execution and delivery by the Borrowers and the Required
Lenders.
[SIGNATURE PAGES FOLLOW]
-2-
[SIGNATURE PAGE 1 OF 7 TO SECOND AMENDMENT TO
REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT]
IN WITNESS WHEREOF, the parties have executed this instrument under
seal as of the day and year first above written.
LESCO, INC.
By:____________________________(SEAL)
Name:________________________________
Title:_________________________________
LESCO SERVICES, INC.
By:____________________________(SEAL)
Name:________________________________
Title:_________________________________
LESCO TECHNOLOGIES, LLC
By ________________________, its Manager
By:____________________________(SEAL)
Name:________________________________
Title:_________________________________
AIM LAWN & GARDEN PRODUCTS, INC.
By:____________________________(SEAL)
Name:________________________________
Title:_________________________________
[SIGNATURE PAGE 2 OF 7 TO SECOND AMENDMENT TO
REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT]
PNC BANK, NATIONAL ASSOCIATION, as
a Lender and as Administrative Agent
By:___________________________________
Name:________________________________
Title:_________________________________
[SIGNATURE PAGE 3 OF 7 TO SECOND AMENDMENT TO
REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT]
JPMORGAN CHASE BANK, as a Lender and as
Syndication Agent
By:___________________________________
Name:________________________________
Title:_________________________________
[SIGNATURE PAGE 4 OF 7 TO SECOND AMENDMENT TO
REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT]
COMERICA BANK
By: ______________________________
Name: ___________________________
Title: ____________________________
-6-
[SIGNATURE PAGE 5 OF 7 TO SECOND AMENDMENT TO
REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT]
U.S. BANK NATIONAL ASSOCIATION
By: ______________________________
Name: ___________________________
Title: ____________________________
[SIGNATURE PAGE 6 OF 7 TO SECOND AMENDMENT TO
REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT]
GENERAL ELECTRIC CAPITAL
CORPORATION
By: ______________________________
Name: ___________________________
Title: ____________________________
[SIGNATURE PAGE 7 OF 7 TO SECOND AMENDMENT TO
REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT]
LASALLE BUSINESS CREDIT, INC.
By: ______________________________
Name: ___________________________
Title: ____________________________
