May 15, 2002
Atchison Casting Corporation
000 Xxxxx 0xx Xxxxxx
Xxxxxxxx, Xxxxxx 00000-0188
Attention: Chief Financial Officer
Re: Atchison Casting Corporation (the "Company") April 3, 1998 Amended and
Restated Credit Agreement by and among the Company, Xxxxxx Trust and
Savings Bank, as Agent and the Banks party thereto (as heretofore
amended, the "Credit Agreement")
Ladies and Gentlemen:
Pursuant to the Twelfth Amendment and Forbearance Agreement dated as of
December 18, 2001 (the "Twelfth Amendment") the Bank Group agreed to temporarily
forbear from enforcing its rights and remedies with respect to the Credit
Agreement through June 30, 2002. The Company has requested that the Agent extend
the termination date of Letter of Credit No. SPL35274 issued by the Agent (the
"Letter of Credit") to April 3, 2003.
Accordingly, effective upon the execution of this letter by the Company,
Guarantors and Required Banks in the spaces provided for that purpose below
(which execution may be on separate counterparts of this letter, all of which
are to constitute one and the same instrument), (i) the Agent shall amend the
Letter of Credit to extend its termination date to April 3, 2003 and (ii) the
Company agrees that the fees payable pursuant to Section 2.1(b) of the Credit
Agreement with respect to all Letters of Credit issued under the Credit
Agreement shall be 2% per annum.
Except as specifically modified hereby, all of the terms and conditions of
the CreditAgreement shall remain in full force and effect. Without limiting the
generality of the foregoing, this letter does not waive any of the other
Defaults or Events of Default that now exist.
All defined terms used herein and not defined herein shall have the same
meaning herein as in the Twelfth Amendment. This waiver shall be governed and
construed in accordance with the laws of the State of Illinois. All capitalized
terms used herein without definition shall have the same meaning herein as such
terms have in the Credit Agreement.
Very truly yours,
XXXXXX TRUST AND SAVINGS BANK, in
its individual capacity as a Bank
and as Agent
By: /s/ Xxxxxxxx Xxxxxxx
Title: Vice President
COMMERCE BANK, N.A.
By:____________________________________
Title: __________________________________
US BANK NATIONAL ASSOCIATION
By: /s/ Xxxxx X. Xxxxxxx
Title: Vice President
KEY BANK NATIONAL ASSOCIATION
By: /s/ Xxxxxx X. Xxxxxx
Title: Senior Vice President
COMERICA BANK
By: /s/ Xxxxxx X. Xxxxx
Title: Vice President
HIBERNIA NATIONAL BANK
By:____________________________________
Title: __________________________________
NATIONAL WESTMINSTER BANK PLC
Nassau Branch
By:____________________________________
Title: __________________________________
New York Branch
By:____________________________________
Title: __________________________________.
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XXXXX FARGO BANK, NATIONAL
ASSOCIATION
By: /s/ Xxxxxx X. Xxxxxxx
Title: Vice President
Agreed and Accepted:
XXXXXXXX CASTING CORPORATION
By: /s/ Xxxxx X. XxXxxxxx
Title: VP & Treasurer
AMITE FOUNDRY AND MACHINE, INC.
PROSPECT FOUNDRY, INC.
QUAKER ALLOY, INC.
CANADIAN STEEL FOUNDRIES, LTD.
3210863 CANADA INC.
XXXXXX INTERNATIONAL, INC.
EMPIRE STEEL CASTINGS, INC.
LAGRANGE FOUNDRY INC.
THE G&C FOUNDRY COMPANY
LOS ANGELES DIE CASTING INC.
CASTCAN STEEL LTD.
CANADA ALLOY CASTINGS, LTD.
PENNSYLVANIA STEEL FOUNDRY & MACHINE COMPANY
SPRINGFIELD IRON CORP.
INVERNESS CASTINGS GROUP, INC.
DU-WEL PRODUCTS, INC.
XXXXX CASTING AND ASSEMBLY, INC.
CLAREMONT FOUNDRY, INC.
LONDON PRECISION MACHINE & TOOL LTD.
By: /s/ Xxxxx X. XxXxxxxx
Title: Vice Pres.
XXXXXXX INDUSTRIES, INC.
By: /s/ Xxxx X. Xxxxxx
Title: President
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