WAIVER NO. 3Chicago Bridge & Iron Co N V • April 3rd, 2006 • Construction - special trade contractors
THIS WAIVER NO. 3 is being executed and delivered as of March 30, 2006, by and among Chicago Bridge and Iron Company N.V., a corporation organized under the laws of the Kingdom of the Netherlands (the “Company”), certain Subsidiaries party thereto as Borrowers (the “Subsidiary Borrowers”), JPMorgan Chase Bank, N.A. (successor by merger to Bank One, NA) as Administrative Agent (the “Administrative Agent”) under the hereinafter identified and defined Credit Agreement and the lenders party to said Credit Agreement. All capitalized terms used herein without definition shall have the same meanings as set forth in the Credit Agreement.
CHICAGO BRIDGE & IRON COMPANY N.V. CHICAGO BRIDGE & IRON COMPANY (DELAWARE) CBI SERVICES, INC. CB&I CONSTRUCTORS, INC. CB&I TYLER COMPANY LIMITED WAIVER $75,000,000 Original Principal Amount 7.34% Senior Notes, due July 15, 2007Chicago Bridge & Iron Co N V • April 3rd, 2006 • Construction - special trade contractors
Reference is made to the Note Purchase Agreement dated as of July 1, 2001 among Chicago Bridge & Iron Company N.V., a company organized under the laws of the Kingdom of the Netherlands having its corporate seat in Amsterdam (the “Company”), Chicago Bridge & Iron Company (Delaware), a Delaware corporation, CBI Services, Inc., a Delaware corporation, CB&I Constructors, Inc., a Texas corporation, CB&I Tyler Company, a Delaware corporation (each of the foregoing being a Wholly Owned Subsidiary of the Company and referred to collectively as the “Co-Obligors”), and the Purchasers named in Schedule A thereto (the “Note Purchase Agreement”). You are the holders of the Co-Obligors’ 7.34% Senior Notes, due July 15, 2007 (the “Notes”) in the unpaid principal amount set forth opposite your name in the attached Schedule I. You are referred to herein individually as a “Holder” and collectively as the “Holders.” Capitalized terms used and not otherwise defined herein shall have the meanings ascribed
March 30, 2006 By Personal Delivery Mr. Richard E. Goodrich 3 Oakley Downs The Woodlands, TX 77382 Dear Rich:Chicago Bridge & Iron Co N V • April 3rd, 2006 • Construction - special trade contractors
Earlier this week, we agreed to amend your Severance Agreement (the “Agreement”) and our February 13, 2006 letter agreement amending that Agreement so that you will remain employed by Chicago Bridge & Iron Company (Delaware) (“Company” or “CB&I”) through April 30, 2006 (although we could mutually agree in writing to shorten or extend that period
