0000074046-22-000047 Sample Contracts

Consent to Credit Agreement
Consent to Credit Agreement • June 7th, 2022 • Oil-Dri Corp of America • Miscellaneous manufacturing industries

This Consent to Credit Agreement (this “Consent”) dated as of June 6, 2022, is between Oil-Dri Corporation of America (the “Company”) and BMO Harris Bank N.A. (the “Bank”).

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Re: Amendment No. 2 to Amended and Restated Note Purchase and Private Shelf Agreement
Note Agreement • June 7th, 2022 • Oil-Dri Corp of America • Miscellaneous manufacturing industries • Illinois

Reference is made to the Amended and Restated Note Purchase and Private Shelf Agreement (as amended by Amendment No. 1 to Amended and Restated Note Purchase and Private Shelf Agreement dated as of December 16, 2021, the “Note Agreement”), dated as of May 15, 2020 between Oil-Dri Corporation of America, a Delaware corporation (the “Company”), on the one hand, and PGIM, Inc. (“Prudential”), the Existing Holders, the Effective Date Purchasers named in the Purchaser Schedule attached thereto and each other Prudential Affiliate (as defined therein) which becomes a party thereto, on the other hand. Capitalized terms used herein that are not otherwise defined herein shall have the meaning specified in the Note Agreement.

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