0000950123-11-043976 Sample Contracts

FIFTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 3rd, 2011 • American Railcar Industries, Inc. • Railroad equipment

This Fifth Amendment to Credit Agreement (this “Amendment”) is dated as of the 31st day of March, 2011, and is by and among ARI Component Venture LLC, a Delaware limited liability company (in its capacity as Co-Administrative Agent for all Lenders, “ARI Co-Administrative Agent”), Amsted Rail Company, Inc., a Delaware corporation and successor to ASF-Keystone, Inc. (in its capacity as Co-Administrative Agent for all Lenders, “Amsted Co-Administrative Agent” and, together with ARI Co-Administrative Agent, collectively, the “Administrative Agent”), the undersigned Lenders and Axis Operating Company LLC, a Delaware limited liability company (“Borrower”).

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RAILCAR SERVICES AGREEMENT Date: April 15, 2011 Between AMERICAN RAILCAR INDUSTRIES, INC. And AMERICAN RAILCAR LEASING, LLC
Confidential Treatment Requested • May 3rd, 2011 • American Railcar Industries, Inc. • Railroad equipment • New York

This agreement (“Agreement”) is to confirm and document our mutual understanding with respect to the terms and conditions under which American Railcar Industries, Inc. (hereinafter “ARI”) of 100 Clark Street, St. Charles, MO 63301, a North Dakota corporation, agrees to provide AMERICAN RAILCAR LEASING LLC (hereinafter “ARL “) of 100 Clark Street, Suite 201, St. Charles, MO 63301 a Delaware corporation, with certain services as hereinafter specified.

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