0000950136-05-001734 Sample Contracts

SECOND CONSENT TO CREDIT AGREEMENT
Credit Agreement • March 31st, 2005 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance

SECOND CONSENT TO CREDIT AGREEMENT (this "Consent"), dated as of February 16, 2005, among QUANTA CAPITAL HOLDINGS LTD., an exempted company organized under the laws of Bermuda (the "Company"), the Designated Subsidiary Borrowers (as defined in the Credit Agreement referred to below) existing on the date hereof, the undersigned lenders party to the Credit Agreement referred to below (each, a "Consenting Lender" and, collectively, the "Consenting Lenders"), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (f/k/a JPMorgan Chase Bank), as Administrative Agent (in such capacity, the "Administrative Agent"), and Bank of America, N.A. and Calyon, New York Branch, as Co-Syndication Agents (in such capacity, the "Co-Syndication Agents"). Unless otherwise defined herein, capitalized terms used herein and defined in the Credit Agreement referred to below are used herein as therein defined.

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