0001021408-02-000098 Sample Contracts

AMENDMENT NO. 3 TO CREDIT AGREEMENT
Credit Agreement • January 7th, 2002 • Oglebay Norton Co /Ohio/ • Mining & quarrying of nonmetallic minerals (no fuels) • Ohio

This AMENDMENT NO. 3 TO CREDIT AGREEMENT (this "Amendment"), made as of December 24, 2001, among OGLEBAY NORTON COMPANY ("Borrower"), the banking institutions named in Schedule 1 to the Credit Agreement (as hereinafter defined) (collectively, the "Banks" and individually, "Bank"), KEYBANK NATIONAL ASSOCIATION, as administrative agent for the Banks ("Agent"), BANK ONE, MICHIGAN, as syndication agent ("Syndication Agent") and THE BANK OF NOVA SCOTIA, as documentation agent ("Documentation Agent").

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AMENDMENT NO. 3 TO LOAN AGREEMENT
Loan Agreement • January 7th, 2002 • Oglebay Norton Co /Ohio/ • Mining & quarrying of nonmetallic minerals (no fuels) • Ohio

This AMENDMENT NO. 3 TO LOAN AGREEMENT (this "Amendment"), made as of December 24, 2001, among OGLEBAY NORTON COMPANY ("Borrower"), the banking institutions named in Schedule 1 to the Loan Agreement (as hereinafter defined) (collectively, the "Banks" and individually, "Bank"), KEYBANK NATIONAL ASSOCIATION, as administrative agent for the Banks ("Agent"), BANK ONE, MICHIGAN, as syndication agent ("Syndication Agent") and THE BANK OF NOVA SCOTIA, as documentation agent ("Documentation Agent"),

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