0000950124-07-002070 Sample Contracts

Amendment No. 3, Waiver and Consent to Amended and Restated Credit Agreement
Credit Agreement • April 9th, 2007 • Hayes Lemmerz International Inc • Motor vehicle parts & accessories • New York

This Amendment No. 3, Waiver and Consent dated as of February ___, 2007 (this “Amendment No. 3”), among HLI Operating Company, Inc., a Delaware corporation (the “Borrower”), Hayes Lemmerz International, Inc., a Delaware corporation (“Holdings”), and Citicorp North America, Inc. (“CNAI”), as Administrative Agent on behalf of each Lender executing a Lender Consent (as defined below) amends certain provisions of the Amended and Restated Credit Agreement, dated as of April 11, 2005 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, Holdings, the Lenders and Issuers (in each case as defined therein) party thereto, CNAI, as Agent for the First Lien Lenders (as defined therein), CNAI, as Agent for the Term C Lenders (as defined therein), CNAI, as Collateral Agent for the Secured Parties, Lehman Commercial Paper Inc., as Syndication Agent, General Electric Capital Corporation, as Documentation Agent, and Cit

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SECOND AMENDMENT
Financing Agreement • April 9th, 2007 • Hayes Lemmerz International Inc • Motor vehicle parts & accessories

THIS SECOND AMENDMENT (this “Amendment”), is dated February ___, 2007, and relates to that certain (a) Receivables Financing Agreement, dated as of May 30, 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), among Hayes Funding II, Inc., a Delaware corporation (“Hayes II”), the financial institutions from time to time party thereto (each a “Lender” and collectively, the “Lenders”), Citicorp USA, Inc., a Delaware corporation (“CUSA”), as program agent (the “Program Agent”) for the Lenders and HLI Operating Company, Inc. as “Servicer” (“HLIOC”), (b) Secondary Purchase Agreement, dated as of May 30, 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “Secondary Purchase Agreement”), among Hayes II and Hayes Funding I, LLC (“Hayes I”), and (c) Originator Purchase Agreement, dated as of May 30, 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “Originator Purchase

FIRST AMENDMENT
First Amendment • April 9th, 2007 • Hayes Lemmerz International Inc • Motor vehicle parts & accessories

THIS FIRST AMENDMENT (this “Amendment”), is dated August 31, 2006, and relates to that certain (a) Receivables Financing Agreement, dated as of May 30, 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), among Hayes Funding II, Inc., a Delaware corporation (“Hayes II”), the financial institutions from time to time party thereto (each a “Lender” and collectively, the “Lenders”), Citicorp USA, Inc., a Delaware corporation (“CUSA”), as program agent (the “Program Agent”) for the Lenders and HLI Operating Company, Inc. as “Servicer” (“HLIOC”), (b) Secondary Purchase Agreement, dated as of May 30, 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “Secondary Purchase Agreement”), among Hayes II and Hayes Funding I, LLC (“Hayes I”), and (c) Originator Purchase Agreement, dated as of May 30, 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “Originator Purchase Agre

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