0001193125-06-162232 Sample Contracts

SECOND AMENDMENT TO REVOLVING CREDIT AND GUARANTY AGREEMENT
Revolving Credit and Guaranty Agreement • August 4th, 2006 • Stanadyne Corp • Motor vehicle parts & accessories • New York

THIS SECOND AMENDMENT TO REVOLVING CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is dated as of July 31, 2006 and is entered into by and among STANADYNE CORPORATION, a Delaware corporation (the “Borrower”), STANADYNE AUTOMOTIVE HOLDING CORP., a Delaware corporation (“Holdings”), CERTAIN FINANCIAL INSTITUTIONS listed on the signature pages hereto (the “Lenders”), GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Sole Lead Arranger, as Sole Bookrunner and as Syndication Agent (in such capacity, “Syndication Agent”), ANTARES CAPITAL CORPORATION (“Antares”), as Co-Documentation Agent (in such capacity, “Co-Documentation Agent”), LASALLE BANK NATIONAL ASSOCIATION, as Co-Documentation Agent (in such capacity, “Co-Documentation Agent” and, together with Antares, the “Co-Documentation Agents”), THE CIT GROUP/BUSINESS CREDIT, INC., as Collateral Agent (in such capacity, the “Collateral Agent”), and as Administrative Agent (in such capacity, the “Administrative Agent”) and, for purposes of Sect

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FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • August 4th, 2006 • Stanadyne Corp • Motor vehicle parts & accessories • New York

THIS FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is dated as of July 31, 2006 and is entered into by and among STANADYNE CORPORATION, a Delaware corporation (the “Borrower”), STANADYNE AUTOMOTIVE HOLDING CORP., a Delaware corporation (“Holdings”), CERTAIN FINANCIAL INSTITUTIONS listed on the signature pages hereto (the “Lenders”), GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Sole Lead Arranger, as Sole Bookrunner, as Syndication Agent (in such capacity, the “Syndication Agent”), as Administrative Agent (in such capacity, the “Administrative Agent”), and as Collateral Agent (in such capacity, the “Collateral Agent”) and, for purposes of Section V hereof, the CREDIT SUPPORT PARTIES listed on the signature papers hereto, and is made with reference to that certain CREDIT AND GUARANTY AGREEMENT dated as of August 6, 2004 (as amended through the date hereof, the “Credit Agreement”) by and among Borrower, Holdings, the subsidiaries of Borrower named therein, Lenders

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