SECOND OMNIBUS AMENDMENT (LPAC Corp. — Removal of ADP)Lennox International Inc • December 20th, 2006 • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
THIS SECOND OMNIBUS AMENDMENT (this “Amendment”), dated as of December 14, 2006, is entered into, by and among LENNOX INDUSTRIES INC., an Iowa corporation, (“Lennox” or the “Master Servicer”), ADVANCED DISTRIBUTOR PRODUCTS LLC, a Delaware limited liability company (“Advanced Distributor”), HEATCRAFT REFRIGERATION PRODUCTS LLC, a Delaware limited liability company (“Heatcraft Refrigeration”), LPAC CORP., a Delaware corporation (“LPAC” or the “Company”), LIBERTY STREET FUNDING CORP. (“Liberty Street”), the investors named in the Purchase Agreement (defined below), THE BANK OF NOVA SCOTIA (“Scotiabank”) YC SUSI TRUST (“Yorktown”), BANK OF AMERICA, NATIONAL ASSOCIATION (the “Yorktown Agent”) and THE YORKTOWN INVESTORS and consented to by LENNOX INTERNATIONAL INC. (the “Assurance Provider;” and together with LPAC, Lennox and Heatcraft Refrigeration, the “Lennox Parties”). Capitalized terms used and not otherwise defined herein are used as defined in the related Operative Document (as define
