0001193125-17-033916 Sample Contracts

AMENDMENT NO. 1
Amendment Agreement • February 8th, 2017 • Navistar International Corp • Motor vehicles & passenger car bodies

AMENDMENT NO. 1, dated as of February 7, 2017 (this “Amendment Agreement”), to the Credit Agreement dated as of August 17, 2012, as amended and restated as of August 7, 2015 (as amended, supplemented or otherwise modified from time to time through the date hereof, the “Existing Credit Agreement”), among NAVISTAR, INC., a Delaware corporation (the “Borrower”), NAVISTAR INTERNATIONAL CORPORATION, a Delaware corporation (“Parent”), the LENDERS party thereto and JPMORGAN CHASE BANK, N.A. (“JPMorgan”), as Administrative Agent and Collateral Agent (capitalized terms used but not defined herein having the meaning provided in the Amended Credit Agreement (as defined below)). JPMorgan and Goldman Sachs Lending Partners LLC have been appointed to act as joint lead arrangers in connection with this Amendment Agreement (in such capacities, the “Arrangers”).

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