Fourth Amendment to Credit Agreement among Tufco, L.P., Tufco Technologies, Inc., and Lender Banks

Summary

This amendment updates the existing Credit Agreement between Tufco, L.P., Tufco Technologies, Inc., and several banks, including JPMorgan Chase Bank, Associated Bank, and U.S. Bank. The main change is the extension of the Revolving Termination Date from May 18, 2009, to May 18, 2010. All other terms of the original agreement remain unchanged. The Borrower agrees to cover any fees and expenses related to this amendment. Guarantors consent to the changes and confirm the ongoing validity of their guarantees.

EX-10.1 2 d55566exv10w1.htm FOURTH AMENDMENT TO CREDIT AGREEMENT exv10w1

Exhibit 10.1

FOURTH AMENDMENT TO CREDIT AGREEMENT

This Fourth Amendment (“Amendment”) is made as of the 18th day of March, 2008 by and between Tufco, L.P. (“Borrower”), Tufco Technologies, Inc. (“Parent”), Associated Bank, N.A., U.S. Bank, NA and JPMorgan Chase Bank, N.A. (successor by merger to Bank One, NA) (collectively the “Banks”) with JPMorgan Chase Bank, N.A. serving individually as a Bank and as Agent for itself and the other Banks.

RECITALS

The parties entered into a Credit Agreement dated as of May 20, 2004, as amended (“Credit Agreement”).

The parties desire to amend the Credit Agreement as set forth herein.

NOW, THEREFORE, the parties hereto agree as follows:

	1.		Capitalized terms not defined herein shall have the meaning ascribed in the Credit Agreement.

	2.		In Article 1, Section 1.1 of the Credit Agreement the Revolving Termination Date is changed from May 18, 2009 to May 18, 2010.

	3.		This Amendment is a modification only and not a novation.

	4.		Except for the above stated amendment, the Credit Agreement shall be and remain in full force and effect with the change herein deemed to be incorporated therein. This Amendment is to be considered attached to the Credit Agreement and made a part thereof.

	5.		The parties acknowledge and agree that this Amendment is limited to the terms above stated and shall not be construed as an amendment of any other terms or provisions of the Credit Agreement. The parties hereby specifically ratify and affirm the terms and provisions of the Credit Agreement except as herein changed. This Amendment shall not establish a course of dealing or be construed as evidence of any willingness on the Banks’ part to grant other or future amendments, should any be requested.

	6.		The Borrower agrees to pay all fees and out of pocket disbursements incurred by the Banks in connection with this Amendment.

IN WITNESS WHEREOF, the parties have entered into this Amendment as of the day and year first above written.


	BORROWER AND PARENT: TUFCO, L.P.
	By:	Tufco LLC, its
	Managing General Partner


	By:	Tufco Technologies, Inc.
	Its Sole Managing Member

	By:	/s/ Michael B. Wheeler
	Michael B. Wheeler
	Authorized Officer for the Managing Member


	TUFCO TECHNOLOGIES, INC.
	By:	/s/ Michael B. Wheeler
	Michael B. Wheeler
	Chief Financial Officer, Vice President and Secretary

	AGENT: JPMORGAN CHASE BANK, N.A., individually as a Bank and as the Agent
	By:	/s/ Mark J. Fischer
	Printed Name: Mark J. Fischer
	Title: Vice President

	BANK: ASSOCIATED BANK, N.A.
	By:	/s/ Daniel Holzhauer
	Printed Name: Daniel Holzhauer
	Title: Vice President

	BANK: U.S. BANK, NA
	By:	/s/ Paul Hultgren
	Printed Name: Paul Hultgren
	Title: Vice President

The undersigned Guarantors consent to the foregoing Amendment and acknowledge the continuing validity and enforceability of the Guaranties.


	GUARANTORS: TUFCO TECHNOLOGIES, INC.
	By:	/s/ Michael B. Wheeler
	Michael B. Wheeler
	Chief Financial Officer, Vice President and Secretary

	TUFCO LLC
	By:	Tufco Technologies, Inc.,
	Its Sole Member

	By:	/s/ Michael B. Wheeler
	Michael B. Wheeler
	Authorized Officer of the Managing Member


	HAMCO MANUFACTURING AND DISTRIBUTING LLC
	By:	TUFCO, LP
		its Sole Member


	By:	TUFCO LLC,
		its Managing General Partner


	By:	TUFCO TECHNOLOGIES, INC.,
		its Sole Managing Member


	By:	/s/ Michael B. Wheeler
		Michael B. Wheeler
		Chief Financial Officer, Vice President and Secretary