[Section 6.03(b)] of the Existing Credit Agreement is amended and restated in its entirety as follows:

[Section 6.12(iv)] of the Existing Credit Agreement is amended and restated in its entirety as follows: “(iv) Bonding Obligations (i.e., surety, bid, payment, performance) entered into by the Company or any Subsidiary in the ordinary course of business,”.

[Section 6.7] (Financial Covenants). [Section 6.7(b)] of the Loan Agreement hereby is amended and restated in its entirety to read as follows:

[Section 6.1.2] shall be amended to insert the following new sentence at the end of the existing [Section 6.1.2]:

[Section 6.06] of the Credit Agreement is hereby amended by # deleting the word “and” appearing at the end of [clause (l)] thereof, # deleting the period appearing at the end of [clause (m)] thereof and inserting “; and” in lieu thereof and # inserting the following new [clause (n)] at the end thereof:

Clause (a) of this [Section 6.04] (provided that in the case of [clauses (iv) and (v)])] below no Default or Event of Default has occurred and is continuing at the time of such payment) will not prohibit:

THE WARRANTIES SET FORTH IN SECTION 6.2 OF THIS AGREEMENT ARE THE EXCLUSIVE WARRANTIES GIVEN BY [[Organization B:Organization]] TO [[Organization A:Organization]] WITH RESPECT TO THE PURCHASE OF PRODUCTS HEREUNDER, AND ARE GIVEN AND ACCEPTED IN LIEU OF ANY AND ALL OTHER WARRANTIES, GUARANTEES, CONDITIONS AND REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

The other discretionary provisions of the Plan are appropriate and consistent with the applicable provisions of the Bankruptcy Code, thereby satisfying section 1123(b)(6) of the Bankruptcy Code.

Section 1129(a)(6) of the Bankruptcy Code is not applicable to these chapter 11 cases. The Plan proposes no rate change subject to the jurisdiction of any governmental regulatory commission.

If Clause 6.3 applies, the Lender and the Borrower shall make such consequential amendments to this Agreement as they consider necessary to give effect to such replacement benchmark rate, including any amendments required to implement market practice for the operation of such replacement benchmark rate and any amendments which the Lender determines are required to enable such replacement benchmark rate to be used for the calculation of interest under this Agreement; provided, however, that Borrower may, at any time after which a replacement benchmark rate is put in place as referred to in Clause 6.3, notify the Lender that it will prepay the outstanding Advances within ten (10) days of such notice to the Lender. The provisions of Clauses 5.2 and 5.3 shall apply to such prepayment. Upon receipt of such prepayment from the Borrower, the Agreement shall be terminated.