NOTE PURCHASE AND PRIVATE SHELF AGREEMENTNote Purchase and Private Shelf Agreement • April 30th, 2004 • Northwest Pipe Co • Steel pipe & tubes • New York
NORTHWEST PIPE COMPANY AMENDMENT TO NOTE PURCHASE AGREEMENT dated as of November 15, 1997 $35,000,000 Principal Amount due November 15, 2007 AND TO NOTE PURCHASE AGREEMENT dated as of April 1, 1998 $10,000,000 Principal Amount due April 1, 2005...Note Purchase Agreement • April 30th, 2004 • Northwest Pipe Co • Steel pipe & tubes • Illinois
Reference is made to (a) the Note Purchase Agreement dated as of November 15, 1997 (as in effect on the date hereof, the “1997 Note Purchase Agreement”) among Northwest Pipe Company (the “Company”), and each of the Purchasers named in Schedule A thereto, pursuant to which the Company issued $35,000,000 aggregate principal amount of its 6.87% Senior Notes due November 15, 2007 (the “1997 Notes”), and (b) the Note Purchase Agreement dated as of April 1, 1998 (as in effect on the date hereof, the “1998 Note Purchase Agreement” and, together with the 1997 Note Purchase Agreement, collectively, the “Note Purchase Agreements”), pursuant to which the Company issued $10,000,000 aggregate principal amount of its 6.63%
INTERCREDITOR AND COLLATERAL AGENCY AGREEMENT Dated as of February 25, 2004 Among PRUDENTIAL INVESTMENT MANAGEMENT, INC. AND THE PRUDENTIAL NOTEHOLDERS, WELLS FARGO BANK, NATIONAL ASSOCIATION AS THE SOLE CREDIT AGREEMENT LENDER, THE 1997 NOTEHOLDERS,...Intercreditor and Collateral Agency Agreement • April 30th, 2004 • Northwest Pipe Co • Steel pipe & tubes • New York
THIS INTERCREDITOR AND COLLATERAL AGENCY AGREEMENT (“Agreement”) is dated as of February 25, 2004 and is entered into by and among (i) Prudential Investment Management, Inc. (“PIM”), The Prudential Insurance Company of America (“Prudential”), as the holder of the Prudential Series A Notes, and any other Prudential Affiliates that hereafter become initial purchasers of Prudential Shelf Notes and execute a Joinder Agreement (Secured Party) (together with the successors, transferees and assigns of any of the foregoing holders of Prudential Series A Notes or Prudential Shelf Notes that execute a Joinder Agreement (Secured Party), the “Prudential Noteholders”), (ii) Wells Fargo Bank, National Association, a national banking association (“Wells Fargo”), in its individual capacity as the lender and the issuing bank under the Credit Agreement (together with the successors, transferees and assigns of Wells Fargo that execute a Joinder Agreement (Secured Party), the “Credit Agreement Lenders”),
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 30th, 2004 • Northwest Pipe Co • Steel pipe & tubes • Oregon
THIS AMENDED AND RESTATED CREDIT AGREEMENT (“Restated Credit Agreement”) is made and entered into effective as of February , 2004 (“Effective Date”), by and between NORTHWEST PIPE COMPANY, an Oregon Corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
