0000950123-10-091770 Sample Contracts

SECOND AMENDED AND RESTATED COLLECTION ACCOUNT AGREEMENT July 29, 2010
Collection Account Agreement • October 6th, 2010 • RPM International Inc/De/ • Paints, varnishes, lacquers, enamels & allied prods • Ohio

Reference is hereby made to the post office boxes (each, a “Lockbox”) listed on Schedule 1 hereto, of which you have exclusive control for the purpose of receiving mail and/or processing payments therefrom pursuant to one or more agreements (each, an “Agreement”) between you and each of Weatherproofing Technologies, Inc., DAP Products Inc., The Testor Corporation, Tremco Incorporated, Tremco Barrier Solutions, Inc., Rust-Oleum Corporation, The Euclid Chemical Company, and Republic Powdered Metals, Inc. (each, an “Originator”). You hereby confirm your agreement to perform the services described in each of the Agreements. Among the services you have agreed to perform therein is to endorse all checks and other evidences of payment, and credit such payments to one of the applicable depositary account listed on Schedule 1 hereto (each, an “Account,” collectively, the “Accounts” and, together with the Lockboxes, the “Control Items”).

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AMENDMENT NO. 4 TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • October 6th, 2010 • RPM International Inc/De/ • Paints, varnishes, lacquers, enamels & allied prods • New York
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