0001193125-05-065638 Sample Contracts

OGLEBAY NORTON COMPANY ASSURANCE TRUST [Replaces the Oglebay Norton Company Pour-Over Trust]

Trust Agreement • March 31st, 2005 • Oglebay Norton Co /Ohio/ • Mining & quarrying of nonmetallic minerals (no fuels) • Ohio

• Contract Type
  Trust Agreement
• Filed
  March 31st, 2005
• Company
  Oglebay Norton Co /Ohio/
• Industry
  Mining & quarrying of nonmetallic minerals (no fuels)
• Jurisdiction
  Ohio

THIS TRUST AGREEMENT, made as of the 17th day of April, 2002, is between Oglebay Norton Company, an Ohio corporation (“Oglebay”), and Bank One, Trust Company, NA (the “Trustee”).

Re: Seventh Amendment to Credit Agreement dated July 14, 1997, as amended and Temporary Waiver

Oglebay Norton Co /Ohio/ • March 31st, 2005 • Mining & quarrying of nonmetallic minerals (no fuels)

• Company
  Oglebay Norton Co /Ohio/
• Filed
  March 31st, 2005
• Industry
  Mining & quarrying of nonmetallic minerals (no fuels)

Listed below are the terms and conditions related to your request for National City Bank (the “Bank”) to grant a temporary waiver of certain financial covenants in the Credit Agreement dated July 14, 1997, and subsequently amended, by and between ON Marine Services Company, Oglebay Norton Marine Services Company, L.L.C. (collectively, the “Borrower”) and the Bank.

FIFTH AMENDMENT TO CREDIT AGREEMENT

Credit Agreement • March 31st, 2005 • Oglebay Norton Co /Ohio/ • Mining & quarrying of nonmetallic minerals (no fuels) • Ohio

• Contract Type
  Credit Agreement
• Filed
  March 31st, 2005
• Company
  Oglebay Norton Co /Ohio/
• Industry
  Mining & quarrying of nonmetallic minerals (no fuels)
• Jurisdiction
  Ohio

THIS FIFTH AMENDMENT TO CREDIT AGREEMENT, dated as of December 24, 2001 (the “Agreement”), by and among ON Marine Services Company (formerly known as Oglebay Norton Company), a Delaware corporation (“ONMS”), Oglebay Norton Marine Services Company, L.L.C., a Delaware limited liability company (“LLC”, and together with ONMS, collectively, “Borrower”), and National City Bank, a national banking association (“Bank”).

FIRST AMENDMENT TO CREDIT AGREEMENT

Credit Agreement • March 31st, 2005 • Oglebay Norton Co /Ohio/ • Mining & quarrying of nonmetallic minerals (no fuels)

• Contract Type
  Credit Agreement
• Filed
  March 31st, 2005
• Company
  Oglebay Norton Co /Ohio/
• Industry
  Mining & quarrying of nonmetallic minerals (no fuels)

THIS FIRST AMENDMENT TO CREDIT AGREEMENT is made and entered into as of the 15 day of January, 1999, by and between OGLEBAY NORTON COMPANY, a Delaware corporation with its principal office and place of business in Cleveland, Ohio (the “Borrower”) and NATIONAL CITY BANK, a national banking association with its principal office and place of business in Cleveland, Ohio (the “Bank”).