exv10w17







	 	 	 	 	 



Exhibit 10.17




DEUTSCHE BANK TRUST COMPANY AMERICAS

60 WALL STREET

NEW YORK, NEW YORK 10005




November 4, 2008




Wellman, Inc.

1041 521 Corporate Center Drive

Fort Mill, South Carolina 29715

Attention: Chief Financial Officer

and Treasurer and Chief Accounting Officer




Re:    Wellman, Inc. Credit Agreement dated as of February 27, 2008





     Reference is hereby made to that certain Credit Agreement, dated as of February 27, 2008, by
and among Wellman, Inc. (the “Funds Administrator”) and the other Borrowers party thereto,
as debtors and debtors in possession, as Borrowers, the Lenders from time to time party thereto,
Deutsche Bank Trust Company Americas, as Administrative Agent (in such capacity, the
“Administrative Agent”) and Collateral Agent, and the other agents signatory thereto (as
amended, restated, supplemented, or otherwise modified from time to time, the “Credit
Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the
meanings assigned to such terms in the Credit Agreement or, if not defined therein, in the
Johnsonville Motion (defined below).



     The undersigned Administrative Agent, on behalf of the Majority Lenders, hereby consents to
the Funds Administrator’s request that Section 9.1(i)(xv) of the Credit Agreement be amended by (A)
deleting “$70 million” and replacing it with “$90 million” and deleting “September 30, 2008” and
replacing it with “November 11, 2008” in sub clauses (ii) thereof; (B) deleting sub clause (iii)
thereof and replacing it with “[intentionally omitted]” and (C) deleting the date “November 4,
2008” in sub clause (iv) thereof and replacing it with “November 11, 2008”.



     The definition of “Total Commitments” in Section 1.1 of the Credit Agreement is amended by
adding immediately prior to the period at the end thereof: “,and which in the aggregate as of
November 4, 2008 shall not exceed $100,000,000.” The definition of “Eligible Accounts Receivable”
in Section 1.1 of the Credit Agreement is amended by adding after “(20%),” in sub clause (d)(i)
thereof the following: “or, in the case of Amcor PET Plastic Containers USA, Inc., twenty-five
percent (25%)”. Annex I of the Credit Agreement is hereby deemed modified as of November 4, 2008
by reducing the amount listed as the Commitment for each Lender by 1/6th of the amount
thereof.



 









 





     Except as expressly provided herein with respect to Section 1.1 and 9.1(i)(xv) and Annex I of
the Credit Agreement, (i) this letter shall not be construed as a consent, waiver or other
modification with respect to any term, condition, or any other provision of the Credit Agreement or
any other Loan Document, and each of the Loan Documents shall remain in full force and effect, and
(ii) neither this letter, nor any other communication between the Administrative Agent and the
Funds Administrator or any other Borrower shall be deemed to be a waiver, modification, or release
of any Default or Event of Default, whether such Default or Event of Default arose or arises
before, on or after the date hereof and whether or not known to the Administrative Agent.



[signature page follows]




 









 








	 	 	 	 	 
	 	Very truly yours,



DEUTSCHE BANK TRUST COMPANY

AMERICAS, as Administrative Agent

 	 
	 	By:  	/s/ Dusan Lazarov
 	 
	 	 	Title: Vice President 	 
	 
	 	By:  	                                 /s/ David J. Bell
 	 
	 	 	Title: Managing Director 	 
	 	 	 	 
	 


Acknowledged and agreed as of

this 4 day of November, 2008




	 	 	 	 	 
	WELLMAN, INC.

 	 
	By:  	/s/ Keith R. Phillips
 	 
	 	Title: Chief Financial Officer