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Exhibit 99.2
ADVANCED LIGHTING TECHNOLOGIES, INC.
00000 XXXXXX XXXX
XXXXX, XXXX 00000
February 16, 1999
To the Administrative Agent
and each of the Lenders under
the Credit Agreement
referred to below
RE: FEE LETTER IN CONNECTION WITH CONSOLIDATED
AMENDMENT NO. 2 TO CREDIT AGREEMENT
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Ladies and Gentlemen:
Referring to the Consolidated Amendment No. 2 to Credit Agreement,
dated as of February 12, 1999, among Advanced Lighting Technologies, Inc. (the
"BORROWER"), the Lenders named therein, and National City Bank, as the
Administrative Agent (the "ADMINISTRATIVE AGENT"), and to the Credit Agreement
referred to therein, as from time to time in effect (the "CREDIT AGREEMENT"),
this letter will confirm that the amount of the amendment fee referred to in
section 4(f) of such Consolidated Amendment No 2, is $200,000, which amount
shall be payable on February 16, 1999 (or in any event in immediately available
funds on the next Business Day). Such fee shall be nonrefundable.
This letter will also confirm the Borrower's unconditional obligation
to pay to the Administrative Agent, in immediately available funds, for
distribution among the Lenders in proportion to their respective Commitments, an
additional fee in the amount of $750,000, on June 30, 1999, in the event that,
for any reason, at and as of such date, any Loans or Letters of Credit or
Commitments then remain outstanding under the Credit Agreement.
This letter is for the benefit of the Administrative Agent and the
Lenders and shall be a binding agreement of the Borrower upon execution and
delivery hereof.
Very truly yours,
ADVANCED LIGHTING
TECHNOLOGIES, INC.
By: /s/ Xxxxxxxx X. Xxxxx
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Chief Financial Officer
