<PAGE>

                                                                    EXHIBIT 4.14

                                                                  EXECUTION COPY

                          AMENDMENT NO. 4 AND WAIVER
                TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT


          THIS AMENDMENT NO. 4 AND WAIVER TO SECOND AMENDED AND RESTATED CREDIT
AGREEMENT ("Amendment") is made as of October 14, 1999 by and among TOKHEIM
CORPORATION, an Indiana corporation (the "Company"), GASBOY INTERNATIONAL, INC.,
a Pennsylvania corporation ("Gasboy"), TOKHEIM-SOFITAM S.A., a societe anonyme
organized under the laws of France ("Tokheim-Sofitam"), TOKHEIM SOFITAM
APPLICATIONS S.A., a societe anonyme organized under the laws of France
("Sofitam Applications"), the financial institutions listed on the signature
pages hereof (the "Lenders"), BANK ONE, INDIANA, NATIONAL ASSOCIATION, formerly
known as NBD BANK, N.A., in its individual capacity as a Lender and as
contractual representative on behalf of the Lenders (the "Administrative
Agent"), CREDIT LYONNAIS, as Documentation and Collateral Agent, and BANKERS
TRUST COMPANY, as Co-Syndication Agent under that certain Second Amended and
Restated Credit Agreement dated as of December 14, 1998 by and among the
Company, Gasboy, Tokheim-Sofitam, Sofitam Applications, the Lenders, the
Administrative Agent, the Documentation and Collateral Agent, and the Co-
Syndication Agent, as amended by an Amendment No. 1, an Amendment No. 2 and an
Amendment No. 3, dated as of January 11, 1999, March 1, 1999 and February 27,
1999, respectively (as amended and as the same may be amended, restated,
supplemented or otherwise modified from time to time, the "Credit Agreement").
Defined terms used herein and not otherwise defined herein shall have the
meaning given to them in the Credit Agreement.

                                  WITNESSETH

          WHEREAS, the Company, Gasboy, Tokheim-Sofitam, Sofitam Applications,
the Lenders, the Administrative Agent, the Documentation and Collateral Agent,
and the Co-Syndication Agent are parties to the Credit Agreement;

          WHEREAS, the Company has notified the Administrative Agent and the
Lenders that the Company may be in violation of the financial covenants set
forth in Sections 6.12, 6.23, 6.24, 6.25, and 6.33 of the Credit Agreement, in
each case, for the fiscal quarter ending on August 31, 1999;

          WHEREAS, the Borrowers have requested that the Administrative Agent
and the Required Lenders waive the "Applicable Defaults" (as described below)
and amend the Credit Agreement in certain respects, and the Required Lenders and
the Administrative Agent are willing to waive the Applicable Defaults and to
amend the Credit Agreement on the terms and conditions set forth herein, it
being expressly understood that the waiver set forth herein shall in no event
constitute a waiver by the Lenders or the Administrative Agent of any other
breach of the Credit Agreement or any of the Lenders' or Administrative Agent's
rights or remedies with respect thereto;

          NOW, THEREFORE, in consideration of the premises set forth above, the
terms and conditions contained herein, and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
Company, Gasboy, Tokheim-Sofitam, Sofitam Applications, the Administrative Agent
and the Required Lenders have agreed to the following amendments to the Credit
Agreement:
<PAGE>

     1.   Amendments to Credit Agreement.  Effective as of October 14, 1999 and
subject to the satisfaction of the conditions precedent set forth in Section 3
below, the Credit Agreement is hereby amended as follows:

          1.1.  Section 1.1 of the Credit Agreement is hereby amended (i) to
     delete the phrase "four" now appearing in clause (x) of the definition of
     "EBITDA", and to substitute the following therefor: "nine"; and (ii) to
     insert the following immediately prior to the period (".") now appearing at
     the end of the first sentence of the definition of "Fixed Charge Coverage
     Ratio":

          ", minus (f) for the four-quarter period ending on November 30, 1999,
          the current portion of the Term Loans in an amount not to exceed
          $50,000,000".

          1.2.  Section 2.1.1(i) of the Credit Agreement is hereby amended to
     delete the phrase ", or, after the Agent has concluded that the syndication
     process has been completed with Lenders that can Lend the Agreed Currencies
     or the Revolving Loan restructured to provide a tranche to be provided by
     Lenders that can provide the Agreed Currencies," now appearing therein, and
     to substitute the following therefor:

          ", or, unless the Administrative Agent has notified the Company in
          writing that the Administrative Agent has determined that Eurocurrency
          Loans in currencies other than Dollars shall not be available (a copy
          of which notice shall be delivered to each of the Lenders) and such
          notice has not been terminated by the Administrative Agent in
          writing,".

          1.3.  Section 2.1.2(i) of the Credit Agreement is hereby amended to
     delete the word "or" now appearing immediately after the phrase "to the
     Company in Dollars" in the first sentence thereof, and to substitute the
     following therefor:

          ", or, unless the Administrative Agent has notified the Company in
          writing that the Administrative Agent has determined that Swing Loans
          in currencies other than Dollars shall not be available (a copy of
          which notice shall be delivered to each of the Lenders) and such
          notice has not been terminated by the Administrative Agent in
          writing,".

          1.4.  Section 2.1.4(i) of the Credit Agreement is hereby amended to
     delete the word "Upon" now appearing at the beginning thereof, and to
     substitute the following therefor:

          "Unless the Administrative Agent has notified the Company in writing
          that the Administrative Agent has determined that Alternate Currency
          Loans shall not be available (a copy of which notice shall be
          delivered to each of the Lenders and the Alternate Currency Banks) and
          such notice has not been terminated by the Administrative Agent in
          writing, upon".

          1.5.  Section 2.5.3(B)(i)(d) of the Credit Agreement is hereby amended
     to delete the phrase "[Intentionally Omitted]" now appearing therein, and
     to substitute the following therefor:

                                       2
<PAGE>

          "On or before January 25, 2000, and exclusive of any mandatory
          prepayment required pursuant to Section 2.5.3(B)(i)(a) or (c), the
          Company shall make a mandatory prepayment of the Term Loans in an
          amount not less than $50,000,000, and without duplication with respect
          to any amounts paid as a mandatory prepayment pursuant to Section
          2.5.3(B)(i)(b)(i)".

          1.6.  Section 2.6.1(a) of the Credit Agreement is hereby amended to
     delete the word "or Agreed Currency" now appearing after the phrase "it is
     denominated in Dollars" now appearing in the second proviso thereof, and to
     substitute the following therefor:

          "or, unless the Administrative Agent has notified the Company in
          writing that the Administrative Agent has determined that Letters of
          Credit in currencies other than Dollars shall not be available (a copy
          of which notice shall be delivered to each of the Lenders) and such
          notice has not been terminated by the Administrative Agent in writing,
          an Agreed Currency".

          1.7.  Section 6.1(ii) of the Credit Agreement is hereby amended (i) to
     delete the phrase "60 days" now appearing therein, and to substitute the
     following therefor: "45 days", and (ii) to delete the phrase "and
     consolidating" now appearing therein.

          1.8.  Section 6.1(vii) of the Credit Agreement is hereby amended to
     delete the phrase "ninety (90) days after the beginning of each fiscal year
     commencing with the fiscal year beginning December 1, 1999" now appearing
     therein, and to substitute the following therefor:

          "December 31, 1999 for the fiscal year beginning December 1, 1999, and
          not later than ninety (90) days after the beginning of each subsequent
          fiscal year,"

          1.9.  Section 6.1(ix) of the Credit Agreement is hereby deleted in its
     entirety, and the following new clauses (ix) and (x) are substituted
     therefor:

        "(ix)   As soon as practicable, and in any event within sixty (60) days
                after the calendar month ending on November 30, 1999 (other than
                the cash forecast described below for such calendar month which
                shall be delivered within thirty (30) days after such calendar
                month), and within thirty (30) days after the close of each
                subsequent calendar month, with sufficient copies for the
                Lenders, copies of internal management financial statements for
                the most recently completed calendar month, together with
                unaudited consolidated income statements and balance sheets as
                of the end of such prior calendar month, cash forecast
                (including sources and uses) for the next succeeding calendar
                month, and an update on synergies, in each case with respect to
                the Borrower and the Consolidated Subsidiaries.

          (x)   On or before January 25, 2000, for itself and the Consolidated
                Subsidiaries, unaudited balance sheets as at the close of the
                fiscal quarter ending on November 30, 1999 and consolidated
                profit and loss and reconciliation of surplus statements and a
                statement of cash flows for the period from the beginning of
                such fiscal year to the end of such quarter, all certified by
                its Financial Officer, together with a compliance certificate in
                substantially the

                                       3
<PAGE>

               form of Exhibit I hereto signed by its Financial Officer showing
               the calculations necessary to determine compliance with Section
               6.23 and stating that no Default or Unmatured Default exists, or
               if any Default or Unmatured Default exists, stating the nature
               and status thereof."

         1.10  Section 6.12 is hereby deleted in its entirety, and the following
     is substituted therefor:

         "     6.12. Consolidated Net Worth. The Company shall maintain, as of
         the end of each fiscal quarter, Consolidated Net Worth of not less
         than:

               (A)   for the fiscal quarter ending on or about November 30,
                     1999, the sum of (i) $60,000,000 plus (ii) 100% of Net Cash
                     Proceeds received after the Effective Date through November
                     30, 1999 from the issuance of Capital Stock of the Company
                     or any of its Subsidiaries to any Person other than the
                     Company or its Subsidiaries;

               (B)   for the fiscal quarter ending on or about February 29,
                     2000, the sum of (i) $100,000,000 plus (ii) an amount equal
                     to (x) 100% of Net Cash Proceeds received after the
                     Effective Date through February 29, 2000 from the issuance
                     of Capital Stock of the Company or any of its Subsidiaries
                     to any Person other than the Company or its Subsidiaries,
                     minus (y) $50,000,000, minus (z) any amounts used to redeem
                     the Seller Equity Interests;

               (C)   for the fiscal quarter ending on or about May 31, 2000, the
                     sum of (i) $103,000,000 plus (ii) an amount equal to (x)
                     100% of Net Cash Proceeds received after the Effective Date
                     through May 31, 2000 from the issuance of Capital Stock of
                     the Company or any of its Subsidiaries to any Person other
                     than the Company or its Subsidiaries, minus (y)
                     $50,000,000, minus (z) any amounts used to redeem the
                     Seller Equity Interests;

               (D)   for the fiscal quarter ending on or about August 31, 2000,
                     the sum of (i) $106,000,000 plus (ii) an amount equal to
                     (x) 100% of Net Cash Proceeds received after the Effective
                     Date through August 31, 2000 from the issuance of Capital
                     Stock of the Company or any of its Subsidiaries to any
                     Person other than the Company or its Subsidiaries, minus
                     (y) $50,000,000, minus (z) any amounts used to redeem the
                     Seller Equity Interests; and

               (E)   for each fiscal quarter thereafter, the sum of (i)
                     $118,000,000 plus (ii) sixty percent (60%) of Consolidated
                     Net Income (if positive) for each fiscal year of the
                     Company commencing with the fiscal year ending on or about
                     November 30, 2000 and concluding with the fiscal year
                     ending most recently prior to the date of determination but
                     without deduction for any fiscal year in which there is a
                     loss plus (iii) an amount equal to (x) 100% of Net Cash
                     Proceeds received after the Effective Date from the
                     issuance of Capital Stock of the Company or

                                       4
<PAGE>

                    any of its Subsidiaries to any Person other than the Company
                    or its Subsidiaries, minus (y) $50,000,000, minus (z) any
                    amounts used to redeem the Seller Equity Interests."

          1.11.  Section 6.23 is hereby deleted in its entirety, and the
      following is substituted therefor:

               "6.23  Leverage Ratio and Senior Leverage Ratio.  (a) At any
          and all times, the Company shall not permit the Leverage Ratio to
          exceed the amounts set forth below during the fiscal periods set forth
          below:

<TABLE>
<CAPTION>

          Fiscal Quarter Ending On or About
          the Dates Set Forth Below:               Maximum Ratio
          --------------------------               -------------
<S>                                                <C>

          November 30, 1999                        7.00 to 1.00


          February 29, 2000                        5.60 to 1.00
          May 31, 2000                             5.00 to 1.00
          August 31, 2000                          4.75 to 1.00
          November 30, 2000                        4.25 to 1.00

          February 28, 2001                        4.00 to 1.00
          May 31, 2001                             4.00 to 1.00
          August 31, 2001                          4.00 to 1.00
          November 30, 2001                        3.50 to 1.00

          February 28, 2002                        3.50 to 1.00
          May 31, 2002                             3.50 to 1.00
          August 31, 2002                          3.50 to 1.00

          And at all times
          during each fiscal quarter thereafter    3.0 to 1.00
</TABLE>
                    (b) At any and all times, the Company shall not permit the
          Senior Leverage Ratio to exceed the amounts set forth below during the
          fiscal periods set forth below:

<TABLE>
<CAPTION>

          Fiscal Quarter Ending On or About
          the Dates Set Forth Below:               Maximum Ratio
          --------------------------               -------------
<S>                                                <C>

          November 30, 1999                        3.75 to 1.00


          February 29, 2000                        2.75 to 1.00
          May 31, 2000                             2.50 to 1.00
          August 31, 2000                          2.25 to 1.00
          November 30, 2000                        2.00 to 1.00

          And at all times
          during each fiscal quarter thereafter    2.00 to 1.00
</TABLE>

                                       5
<PAGE>

          The Leverage Ratio and Senior Leverage Ratio shall be calculated, in
          each case, as of the last day of each fiscal quarter based upon (A)
          for Indebtedness, Indebtedness as of the last day of each such fiscal
          quarter; and (B) for EBITDA, the actual amount for the four-quarter
          period ending on such day."

          1.12.  Section 6.24 is hereby deleted in its entirety, and the
     following is substituted therefor:

                 "6.24 Interest Expense Coverage Ratio . The Company shall not
          permit the Interest Expense Coverage Ratio to be less than the amounts
          set forth below for the fiscal periods set forth below:

<TABLE>
<CAPTION>

          Fiscal Quarter Ending On or About
          the Dates Set Forth Below:                        Minimum Ratio
          --------------------------                        -------------
<S>                                                         <C>

          November 30, 1999                                  1.25 to 1.00

          February 29, 2000                                  1.50 to 1.00

          May 31, 2000                                       1.65 to 1.00

          August 31, 2000                                    1.75 to 1.00

          November 30, 2000                                  2.00 to 1.00

          February 28, 2001 through November 30, 2001        2.25 to 1.00

          And for each fiscal quarter ending thereafter      2.50 to 1.00"

          1.13.  Section 6.25 is hereby deleted in its entirety, and the
     following is substituted therefor:


                 "6.25   Fixed Charge Coverage Ratio. The Company shall not
          permit the Fixed Charge Coverage Ratio to be less than the amounts set
          forth below for the fiscal periods set forth below:


          Fiscal Quarter Ending On or About
          the Dates Set Forth Below:                        Minimum Ratio
          ---------------------------------                 -------------
 <S>                                                       <C>
          November 30, 1999                                 0.80 to 1.00

          February 29, 2000                                 0.90 to 1.00

          May 31, 2000                                      1.00 to 1.00

          August 31, 2000                                   1.10 to 1.00

          November 30, 2000 through November 30, 2001       1.20 to 1.00
</TABLE>

                                       6
<PAGE>

          And for each fiscal quarter ending thereafter    1.25 to 1.00"


          1.14.  Section 6.33 is hereby deleted in its entirety, and the
     following is substituted therefor:

                 "6.33.  Minimum EBITDA. The Company shall not permit EBITDA to
          be less than the amounts set forth below for the fiscal periods ending
          on the dates set forth below:

<TABLE>
<CAPTION>

          Fiscal Quarter Ending on or About
          the Dates Set Forth Below:                   Minimum EBITDA
          --------------------------                   --------------


<S>                                                    <C>
          November 30, 1999                            $ 63,000,000

          February 29, 2000                            $ 70,000,000
          May 31, 2000                                 $ 76,000,000
          August 31, 2000                              $ 83,000,000
          November 30, 2000                            $ 90,000,000

          February 28, 2001                            $ 92,000,000
          May 31, 2001                                 $ 94,000,000
          August 31, 2001                              $ 97,000,000
          November 30, 2001 and each fiscal quarter
            thereafter                                 $100,000,000
</TABLE>
          In each case, EBITDA shall be determined as of the last day of each
          fiscal quarter then ended for the four fiscal quarter period ending on
          such date."

          1.15.  Section 7.3 of the Credit Agreement is hereby amended to insert
     immediately prior to the period (".") now appearing at the end thereof, the
     following: "and 6.1(x)".

          1.16.  Section 7.4 of the Credit Agreement is hereby amended to insert
     immediately after the phrase "Section 6.1" appearing therein, the
     following: "(other than Section 6.1(x))".

     2.  Waiver.

          2.1  Upon the effectiveness of this Amendment in accordance with the
     provisions of Section 3 below, the Administrative Agent and the Required
     Lenders hereby waive permanently any violation of the financial covenants
     set forth in Sections 6.12, 6.23, 6.24, 6.25, and 6.33 of the Credit
     Agreement, in each case, for the fiscal quarter ending on August 31, 1999
     (collectively, the "Applicable Defaults"), and the Lenders' and the
     Administrative Agent's rights and remedies arising therefrom.

     3.  Conditions of Effectiveness. This Amendment shall become effective and
be deemed effective as of October 14, 1999 upon (a) the delivery of (i) duly
executed originals of this Amendment from the Required Lenders, Gasboy, Tokheim-
Sofitam, Sofitam Applications and the Company and (ii) duly executed originals
of a Reaffirmation in the form of Exhibit A attached

                                       7
<PAGE>

hereto from Tokheim Automation Corporation, Envirotronic Systems, Inc., Tokheim
Investment Corp., Sunbelt Hose & Petroleum Equipment, Inc., Gasboy, Tokheim-
Sofitam, Sofitam Applications, Management Solutions, Inc., Tokheim Equipment
Corporation, and Tokheim RPS, LLC, and (b) the payment of all the Amendment Fee
described in Section 4 below and any other fees payable by the Company in
connection herewith.

     4.   Amendment Fee. Each Lender that delivers a duly executed signature
page to this Amendment to James E. Clark or Robert J. Lewis, Sidley & Austin
(fax: 312-853-7036) by 5:00 p.m. (Chicago time) on October 14, 1999, shall be
entitled to an Amendment Fee of 0.25% of such Lender's Commitment (as defined in
the Credit Agreement) as in effect on October 14, 1999; provided, that the first
Lenders (other than the Administrative Agent) that deliver duly executed
signature pages as described above (as determined by the time-stamp on such
facsimile signature pages) and whose aggregate Percentages when added to the
Percentage of the Administrative Agent first exceed fifty percent (50%) shall be
entitled to an additional fee of 0.05% of such Lender's Commitment as in effect
on October 14, 1999; provided, however, that no such Amendment Fee or additional
fee shall be payable unless this Amendment is approved by the Required Lenders
by 5:00 p.m. (Chicago time) on October 14, 1999 and by the Company. The
Amendment Fee shall be due and payable on the date the Company executes this
Amendment.

     5.   Representations and Warranties of the Company. The Company, Gasboy,
Tokheim-Sofitam and Sofitam Applications (each a "Credit Party") hereby
represent and warrant as follows:

          (a)  This Amendment and the Credit Agreement as previously executed
     and amended and as amended hereby, constitute legal, valid and binding
     obligations of such Credit Party and are enforceable against such Credit
     Party in accordance with their terms.

          (b)  Upon the effectiveness of this Amendment, each Credit Party
     hereby reaffirm all covenants, representations and warranties made in the
     Credit Agreement, to the extent the same are not amended hereby, and agree
     that all such covenants, representations and warranties shall be deemed to
     have been remade as of the effective date of this Amendment (unless
     expressly made as of a different date).

     6.   Reference to the Effect on the Credit Agreement.

          6.1.  Upon the effectiveness of Section 1 hereof, on and after the
     date hereof, each reference in the Credit Agreement to "this Agreement,"
     "hereunder," "hereof," "herein" or words of like import shall mean and be a
     reference to the Second Amended and Restated Credit Agreement dated as of
     December 14, 1998, as amended previously and as amended hereby.

          6.2.  Except as specifically amended above, the Credit Agreement and
     all other documents, instruments and agreements executed and/or delivered
     in connection therewith shall remain in full force and effect, and are
     hereby ratified and confirmed.

          6.3.  The execution, delivery and effectiveness of this Amendment
     shall not, except as expressly provided herein with respect to the
     Applicable Defaults, operate as a waiver of any right, power or remedy of
     the Administrative Agent or any of the Lenders, nor constitute a waiver of
     any provision of the Credit Agreement or any other documents, instruments
     and agreements executed and/or delivered in connection therewith.

                                       8
<PAGE>

     7.   Costs and Expenses. The Company agrees to pay all reasonable costs,
fees and out-of-pocket expenses (including reasonable attorneys' fees and
expenses charged to the Administrative Agent) incurred by the Administrative
Agent in connection with the preparation, execution and enforcement of this
Amendment.

     8.   Governing Law. THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE INTERNAL LAWS (INCLUDING WITHOUT LIMITATION, 735 ILCS 105/5-
1 ET SEQ., BUT OTHERWISE WITHOUT REGARD TO THE CONFLICT OF LAW PROVISIONS) OF
THE STATE OF ILLINOIS.

     9.   Headings. Section headings in this Amendment are included herein for
convenience of reference only and shall not constitute a part of this Amendment
for any other purpose.

     10.  Counterparts. This Amendment may be executed by one or more of the
parties to the Amendment on any number of separate counterparts and all of said
counterparts taken together shall be deemed to constitute one and the same
instrument.

                                       9
<PAGE>

          IN WITNESS WHEREOF, this Amendment has been duly executed as of the
day and year first above written.


                         TOKHEIM CORPORATION, as a Borrower


                         By:  ______________________________
                              Name:
                              Title:


                         GASBOY INTERNATIONAL, INC., as a Borrower


                         By:  ______________________________
                              Name:
                              Title:


                         TOKHEIM-SOFITAM S.A., as a Borrower


                         By:  ______________________________
                              Name:
                              Title:


                         TOKHEIM SOFITAM APPLICATIONS S.A., as a Borrower


                         By:  ______________________________
                              Name:
                              Title:
<PAGE>

                         BANK ONE, INDIANA, NATIONAL ASSOCIATION, formerly known
                         as NBD BANK, N.A., as Administrative Agent, as a
                         Lender, as Issuing Lender, and a Swing Loan Lender


                         By:  ______________________________
                              Name:
                              Title:


                         CREDIT LYONNAIS, CHICAGO BRANCH,
                         as Documentation and Collateral Agent and as a Lender


                         By:  ______________________________
                              Name:
                              Title:


                         BANKERS TRUST COMPANY,  as Co-Syndication Agent and as
                         a Lender


                         By:  ______________________________
                              Name:
                              Title:


                         ABN AMRO BANK N.V.,  as a Lender


                         By:  ______________________________
                              Name:
                              Title:

                         By:  ______________________________
                              Name:
                              Title:
<PAGE>

                         CREDIT AGRICOLE INDOSUEZ, as a Lender


                         By: ______________________________
                             Name:
                             Title:

                         By: ______________________________
                             Name:
                             Title:


                         HARRIS TRUST AND SAVINGS BANK, as a Lender


                         By: ______________________________
                             Name:
                             Title:


                         COMPAGNIE FINANCIERE DE CIC ET DE L'UNION
                         EUROPEENNE, as a Lender


                         By: ______________________________
                             Name:
                             Title:


                         MERCANTILE BANK N.A., as a Lender


                         By: ______________________________
                             Name:
                             Title:


                         THE PROVIDENT BANK, as a Lender


                         By: ______________________________
                             Name:
                             Title:
<PAGE>

                         FINOVA CAPITAL CORPORATION, as a Lender


                         By: ______________________________
                             Name:
                             Title:


                         IMPERIAL BANK, as a Lender


                         By: ______________________________
                             Name:
                             Title:


                         NATEXIS BANQUE BFCE, as a Lender

                         By: ______________________________
                             Name:
                             Title:

                         By: ______________________________
                             Name:
                             Title:


                         BANK POLSKA KASA OPIEKI S.A. - PEKAO S.A.
                         GROUP, NEW YORK BRANCH, as a Lender


                         By: ______________________________
                             Name:
                             Title:


                         SENIOR DEBT PORTFOLIO, as a Lender
                         By: Boston Management and Research, as Investment
                             Advisor

                         By: ______________________________
                             Name:
                             Title:
<PAGE>

                         EATON VANCE SENIOR INCOME TRUST, as
                         By: Eaton Vance Management as
                             Investment Advisor

                         By: ______________________________
                             Name:
                             Title:


                         OXFORD STRATEGIC INCOME FUND, as a Lender
                         By:  Eaton Vance Management, as Investment Advisor


                         By: ______________________________
                             Name:
                             Title:


                         OCTAGON LOAN TRUST, as a Lender
                         By: Octagon Credit Investors, as Manager


                         By: ______________________________
                             Name:
                             Title:


                         OCTAGON INVESTMENT PARTNERS II, LLC, as a Lender


                         By: ______________________________
                             Name:
                             Title:

                         INDOSUEZ CAPITAL FUNDING IIA, LIMITED, as
                         a Lender
                         By: Indosuez Capital Luxembourg, as Collateral Manager


                         By: ______________________________
                             Name:
                             Title:
<PAGE>

                         INDOSUEZ CAPITAL FUNDING IV, LP, as a Lender
                         By: Indosuez Capital Luxembourg, as Collateral
                             Manager


                         By: ______________________________
                             Name:
                             Title:


                         ALLIANCE INVESTMENT OPPORTUNITIES FUND,
                         L.L.C., as a Lender
                         By: ALLIANCE INVESTMENT
                             OPPORTUNITIES MANAGEMENT, L.L.C.,
                             as Managing Member

                         By: ALLIANCE CAPITAL MANAGEMENT L.P., as
                             Managing Member

                         By: ALLIANCE CAPITAL MANAGEMENT
                             CORPORATION, as General Partner

                         By: ______________________________
                             Name:
                             Title:


                         AMSOUTH BANK, as a Lender


                         By: ______________________________
                             Name:
                             Title:
<PAGE>

                                                                       EXHIBIT A


                                 REAFFIRMATION

          Each of the undersigned hereby acknowledges receipt of a copy of the
foregoing Amendment No. 4 and Waiver to the Second Amended and Restated Credit
Agreement dated as of December 14, 1998 by and among TOKHEIM CORPORATION, an
Indiana corporation (the "Company"), GASBOY INTERNATIONAL, INC., a Pennsylvania
corporation ("Gasboy"), TOKHEIM-SOFITAM S.A., a societe anonyme organized under
the laws of France ("Tokheim-Sofitam"), TOKHEIM SOFITAM APPLICATIONS S.A., a
societe anonyme organized under the laws of France ("Sofitam Applications", and,
together with the Company, Gasboy and Tokheim-Sofitam, the "Borrowers"), the
financial institutions from time to time party thereto (the "Lenders") and BANK
ONE, INDIANA, NATIONAL ASSOCIATION, formerly known as NBD BANK, N.A., in its
individual capacity as a Lender and as contractual representative on behalf of
the Lenders (the "Administrative Agent"), CREDIT LYONNAIS, as Documentation and
Collateral Agent, and BANKERS TRUST COMPANY, as Co-Syndication Agent, as amended
by an Amendment No. 1, an Amendment No. 2 and an Amendment No. 3, dated as of
January 11, 1999, March 1, 1999 and February 27, 1999, respectively (as amended
and as the same may be amended, restated, supplemented or otherwise modified
from time to time, the "Credit Agreement"), which Amendment No. 4 and Waiver is
dated as of October 14, 1999 (the "Amendment"). Capitalized terms used in this
Reaffirmation and not defined herein shall have the meanings given to them in
the Credit Agreement. Without in any way establishing a course of dealing by any
Agent or any Lender, each of the undersigned reaffirms the terms and conditions
of the Guaranty, Pledge Agreement, Security Agreement and any other Loan
Document executed by it and acknowledges and agrees that such agreement and each
and every such Loan Document executed by the undersigned in connection with the
Credit Agreement remains in full force and effect and is hereby reaffirmed,
ratified and confirmed. All references to the Credit Agreement contained in the
above-referenced documents shall be a reference to the Credit Agreement as so
modified by Amendment No. 1, Amendment No. 2, Amendment No. 3 and the Amendment
and as the same may from time to time hereafter be amended, modified or
restated.


Dated as of October 14, 1999      TOKHEIM AUTOMATION CORPORATION
                                  ENVIROTRONIC SYSTEMS, INC.
                                  TOKHEIM INVESTMENT CORP.
                                  SUNBELT HOSE & PETROLEUM
                                       EQUIPMENT, INC.
                                  GASBOY INTERNATIONAL, INC.
                                  MANAGEMENT SOLUTIONS, INC.
                                  TOKHEIM EQUIPMENT CORPORATION
                                  TOKHEIM RPS, LLC
                                       By:  Gasboy International, Inc.
                                  TOKHEIM-SOFITAM S.A.
                                  TOKHEIM SOFITAM APPLICATIONS S.A.


                                  By: ______________________________
                                      Name:
                                      Title: