0000950123-11-053550 Sample Contracts

NINTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 24th, 2011 • Powell Industries Inc • Switchgear & switchboard apparatus

THIS NINTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of May 18, 2011, among Powell Industries, Inc., a Delaware corporation (“Parent”), Switchgear & Instrumentation Ltd., an entity organized under the laws of England and Wales (formerly known as Inhoco 3210 Limited, “Inhoco”), Switchgear & Instrumentation Properties Limited, an entity organized under the laws of England and Wales (“SI Properties” and together with Inhoco, “UK Borrower”), Bank of America, N.A., a national banking association, as Agent, Swing Line Lender and L/C Issuer under the Credit Agreement (in such capacity as administrative agent, together with its successors in such capacity, “Agent”), and each lender from time to time party to the Credit Agreement (collectively, “Lenders” and individually, a “Lender”). Capitalized terms used but not defined in this Amendment have the meaning given them in the Credit Agreement (defined below).

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