THIRD AMENDMENT TO AMENDED & RESTATED CREDIT AGREEMENTCredit Agreement • December 19th, 2006 • Nacco Industries Inc • Industrial trucks, tractors, trailors & stackers • New York
THIS THIRD AMENDMENT TO AMENDED & RESTATED CREDIT AGREEMENT (this “Third Amendment”) dated as of December 15, 2006, relates to that certain Amended and Restated Credit Agreement dated as of December 19, 2005 (as amended by that certain First Amendment, dated as of March 22, 2006, that certain Second Amendment dated as of July 21, 2006 and as further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among NMHG Holding Co., a Delaware corporation (“NMHG Holding”), NACCO Materials Handling Group, Inc., a Delaware corporation (“NMHG”), NACCO Materials Handling Limited (company number 02636775), incorporated under the laws of England and Wales (the “UK Borrower”), NACCO Materials Handling B.V., a private company with limited liability incorporated under the laws of the Netherlands having its corporate seat in Nijmegen (together with NMHG Holding, NMHG and the UK Borrower, the “Borrowers”), the financial institutions from time to time a party thereto as
FORM OF AGREEMENT UNDER NACCO INDUSTRIES, INC. EXECUTIVE LONG-TERM INCENTIVE COMPENSATION PLAN [date] NACCO Industries Inc. 5875 Landerbrook Drive Mayfield Heights, Ohio 44124-4017 Attention: SecretaryForm of Agreement • December 19th, 2006 • Nacco Industries Inc • Industrial trucks, tractors, trailors & stackers
The undersigned is an employee of NACCO Industries, Inc. (the “Company”) to whom grants of an award (the “Award”) consisting of [insert number] fully paid and nonassessable shares (the “Award Shares”) of Class A Common Stock, par value $1.00 per share, of the Company’s Class A Common Stock (“Class A Common”) were made on March ___, 200___ by the Compensation Committee (the “Committee”) of the Board of Directors of the Company pursuant to the NACCO Industries, Inc. Executive Long-Term Incentive Compensation Plan (the “Plan”). I hereby accept the Award and acknowledge to and agree with the Company as follows:
