0001193125-06-129833 Sample Contracts

TRI-PARTY AGREEMENT
Tri-Party Agreement • June 14th, 2006 • Precision Castparts Corp • Iron & steel foundries

This TRI-PARTY AGREEMENT (this “Instrument”), dated as of August 18, 2005, by and among Precision Castparts Corp., an Oregon corporation (the “Company”), J.P. Morgan Trust Company, National Association (the “Resigning Trustee”) and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America (the “Successor Trustee”).

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AMENDMENT NO. 1 TO GUARANTY AGREEMENT
Guaranty Agreement • June 14th, 2006 • Precision Castparts Corp • Iron & steel foundries

THIS AMENDMENT NO. 1 TO GUARANTY AGREEMENT (this “Amendment Agreement”) is made and entered into as of October 14, 2005 by EACH OF THE UNDERSIGNED MATERIAL SUBSIDIARIES OF THE BORROWER (each a “Guarantor” and collectively the “Guarantors”) and BANK OF AMERICA, N.A., as the administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

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