0000950137-05-003864 Sample Contracts

KNOWLES ELECTRONICS HOLDINGS, INC. AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • March 30th, 2005 • Knowles Electronics Holdings Inc • Electromedical & electrotherapeutic apparatus • New York

AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”), dated as of March 29, 2005, among KNOWLES ELECTRONICS HOLDINGS, INC., a Delaware corporation (the “Borrower”), the SUBSIDIARY LOAN PARTIES listed on the signature pages hereof (for purposes of Sections 6, 7(c) and 7(d) hereof only), XERION PARTNERS II MASTER FUND LIMITED, a Bermuda limited liability company (“Xerion”) and JEFFERIES & COMPANY, INC., a Delaware corporation (“Jefferies”, and together with Xerion, the “Lenders”).

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