Fifth Amendment Agreement and Waiver ("Waiver") to Re: Note Purchase Agreements Dated as of September 10, 2001 and 7.56% Secured Notes due September 10, 2011Fifth Amendment Agreement and Waiver • March 31st, 2003 • Astec Industries Inc • Construction machinery & equip
Reference is made to (i) the separate Note Purchase Agreements each dated as of September 10, 2001 as amended by the First Amendment Agreement dated as of March 12, 2002, among the Obligors (defined below) and each of you and as amended by the Second Amendment Agreement dated as of May 13, 2002, among the Obligors and each of you and as amended by the Third Amendment Agreement dated as of August 14, 2002 among the Obligors and each of you and as amended by the Fourth Amendment Agreement and Limited Waiver dated as of November 14, 2002 among the Obligors and each of you and as amended by those certain Letter Agreements dated as of December 20, 2003, January 10, 2003, January 31, 2003, February 14, 2003 and March 5, 2003 among the Obligors, the lenders under the Credit Agreement, the Collateral Agent from time to time (as defined below) and each of you (the "Existing Note Purchase Agreements", and, as amended hereby, the "Note Purchase Agreements"), among Astec Industries, Inc., a Tennes
