0000063296-14-000064 Sample Contracts

FIRST AMENDMENT TO FIRST AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • August 1st, 2014 • Matthews International Corp • Nonferrous foundries (castings) • Pennsylvania

First Amendment to First Amended and Restated Loan Agreement, dated the 29th day of July, 2014, by and among Matthews International Corporation, a Pennsylvania corporation (the "Borrower"), the Banks (as defined in the Loan Agreement (as hereinafter defined)), Citizens Bank of Pennsylvania, a Pennsylvania banking institution, in its capacity as administrative agent for the Banks (in such capacity, the "Agent"), and PNC Bank, National Association, a national banking association, in its capacity as syndication agent for the Banks (in such capacity, the "Syndication Agent") (this "First Amendment").

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SECOND AMENDMENT TO FIRST AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • August 1st, 2014 • Matthews International Corp • Nonferrous foundries (castings) • Pennsylvania

Second Amendment to First Amended and Restated Loan Agreement, dated the 29th day of July, 2014, by and among Matthews International Corporation, a Pennsylvania corporation (the "Borrower"), the Banks (as defined in the Loan Agreement (as hereinafter defined)), Citizens Bank of Pennsylvania, a Pennsylvania banking institution, in its capacity as administrative agent for the Banks (in such capacity, the "Agent"), and PNC Bank, National Association, a national banking association, in its capacity as syndication agent for the Banks (in such capacity, the "Syndication Agent") (this "Second Amendment").

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