0001104659-13-011992 Sample Contracts

AMENDMENT NO. 2 TO CREDIT AGREEMENT AND CONSENT AND WAIVER
Credit Agreement and Consent and Waiver • February 20th, 2013 • EnergySolutions, Inc. • Hazardous waste management • New York

This AMENDMENT NO. 2 TO CREDIT AGREEMENT AND CONSENT AND WAIVER, dated as of February 15, 2013 (this “Amendment”), is entered into by and among EnergySolutions, Inc., a Delaware corporation (“Parent”), EnergySolutions, LLC, a Utah limited liability company (“EnergySolutions”), as the Borrower, the Lenders signatory hereto and JPMorgan Chase Bank, N.A., as the Administrative Agent, and is made with reference to that certain Credit Agreement dated as of August 13, 2010, as amended by that certain Amendment No. 1, dated as of August 23, 2010 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among the Parent, EnergySolutions, the Lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as the Administrative Agent. Capitalized terms used and not defined herein shall have the meanings assigned to such terms in the Credit Agreement.

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EnergySolutions, Inc. Salt Lake City, Utah
Credit Agreement and Consent and Waiver • February 20th, 2013 • EnergySolutions, Inc. • Hazardous waste management • Delaware

Reference is made to that certain Agreement and Plan of Merger, dated as of January 7, 2013 (the “Merger Agreement”), by and among EnergySolutions, Inc., a Delaware corporation (the “Company”), Rockwell Holdco, Inc., a Delaware corporation (“Parent”), and Rockwell Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”, and, together with the Company and Parent, the “Parties”). Capitalized terms used and not defined herein shall have the meanings assigned to such terms in the Merger Agreement.

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