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0001354327-09-000071 Sample Contracts

AMENDMENT NO. 3 AND WAIVER TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • December 23rd, 2009 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • New York

This AMENDMENT NO. 3 AND WAIVER, dated as of December 22, 2009 (this “Amendment”), to SECOND AMENDED AND RESTATED CREDIT AGREEMENT is entered into among PGT Industries, Inc., a Florida corporation (the “Borrower”), UBS AG, Stamford Branch, as administrative agent (in such capacity, the “Administrative Agent”) and the Lenders party hereto, and amends the Second Amended and Restated Credit Agreement dated as of February 14, 2006 (as amended and as may be further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”) entered into among the Borrower, the Guarantors party thereto, the institutions from time to time party thereto as lenders, UBS AG, Stamford Branch, as administrative agent, issuing bank and collateral agent, General Electric Capital Corporation and UBS Securities LLC, as co-documentation agents and the other agents party thereto. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Cred