SINGLE
INSTRUMENT.
(B)
EXCEPT AS EXPRESSLY AMENDED HEREBY OR
SPECIFICALLY WAIVED ABOVE, ALL OF THE TERMS AND PROVISIONS OF THE CREDIT
AGREEMENT AND ALL OTHER LOAN DOCUMENTS ARE AND SHALL REMAIN IN FULL FORCE AND
EFFECT AND ARE HEREBY RATIFIED AND CONFIRMED.
(C)
THE EXECUTION, DELIVERY AND EFFECTIVENESS
OF THIS AMENDMENT SHALL NOT, EXCEPT AS EXPRESSLY PROVIDED HEREIN, OPERATE AS A
WAIVER OF ANY RIGHT, POWER OR REMEDY OF THE LENDERS, DURATEK OR THE
ADMINISTRATIVE AGENT UNDER ANY OF THE LOAN DOCUMENTS, NOR CONSTITUTE A WAIVER OR
AMENDMENT OF ANY OTHER PROVISION OF ANY OF THE LOAN DOCUMENTS OR FOR ANY PURPOSE
EXCEPT AS EXPRESSLY SET FORTH HEREIN.
(D)
THIS AMENDMENT IS A LOAN DOCUMENT.
4
5.
COUNTERPARTS.
THIS AMENDMENT MAY BE
EXECUTED IN ANY NUMBER OF COUNTERPARTS AND BY DIFFERENT PARTIES HERETO ON
SEPARATE COUNTERPARTS, EACH OF WHICH WHEN SO EXECUTED AND DELIVERED SHALL BE
DEEMED TO BE AN ORIGINAL, BUT ALL OF WHICH WHEN TAKEN TOGETHER SHALL CONSTITUTE
A SINGLE INSTRUMENT.
DELIVERY OF AN EXECUTED COUNTERPART OF A SIGNATURE PAGE OF
THIS AMENDMENT BY FACSIMILE TRANSMISSION SHALL BE EFFECTIVE AS DELIVERY OF A
MANUALLY EXECUTED COUNTERPART HEREOF.
6.
APPLICABLE LAW.
THIS AGREEMENT SHALL BE
GOVERNED BY, CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF
NEW YORK.
7.
SEVERABILITY.
THE FACT THAT ANY TERM OR
PROVISION OF THIS AGREEMENT IS HELD INVALID, ILLEGAL OR UNENFORCEABLE AS TO ANY
PERSON IN ANY SITUATION IN ANY JURISDICTION SHALL NOT AFFECT THE VALIDITY,
ENFORCEABILITY OR LEGALITY OF THE REMAINING TERMS OR PROVISIONS HEREOF OR THE
VALIDITY, ENFORCEABILITY OR LEGALITY OF SUCH OFFENDING TERM OR PROVISION IN ANY
OTHER SITUATION OR JURISDICTION OR AS APPLIED TO ANY PERSON.
8.
HEADINGS.
THE HEADINGS OF THIS
AMENDMENT ARE FOR PURPOSES OF REFERENCE ONLY AND SHALL NOT LIMIT OR OTHERWISE
AFFECT THE MEANING HEREOF.
9.
AFFIRMATIONS.
(A)
DURATEK (I) EXPRESSLY ACKNOWLEDGES THE
TERMS OF THE CREDIT AGREEMENT, AS AMENDED BY THIS AMENDMENT, (II) RATIFIES AND
AFFIRMS ITS OBLIGATIONS UNDER THE LOAN DOCUMENTS (INCLUDING BUT NOT LIMITED TO
SECURITY DOCUMENTS AND GUARANTEES) EXECUTED BY IT AND (III) ACKNOWLEDGES, RENEWS
AND EXTENDS ITS CONTINUED LIABILITY UNDER ALL SUCH LOAN DOCUMENTS AND AGREES
SUCH LOAN DOCUMENTS REMAIN IN FULL FORCE AND EFFECT.
(B)
DURATEK HEREBY REAFFIRMS, AS OF THE DATE
HEREOF, (I) THE COVENANTS AND AGREEMENTS CONTAINED IN EACH LOAN DOCUMENT TO
WHICH IT IS A PARTY, INCLUDING, IN EACH CASE, SUCH COVENANTS AND AGREEMENTS AS
IN EFFECT IMMEDIATELY AFTER GIVING EFFECT TO THIS AMENDMENT AND THE TRANSACTIONS
CONTEMPLATED HEREBY, AND (II) THE LIEN ON THE COLLATERAL SECURING PAYMENT OF THE
OBLIGATIONS PURSUANT TO THE SECURITY DOCUMENTS.
[SIGNATURE PAGES FOLLOW]
5
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly
executed as of the date first above written.
DURATEK, INC.,
a Delaware corporation
By:
/s/ Richard Tooze
Name:
Richard Tooze
Title:
Senior Vice President and Treasurer
[SIGNATURES CONTINUE ON THE FOLLOWING PAGES]
CITICORP NORTH AMERICA, INC.,
as Administrative Agent
By:
/s/ Anthony V. Pantina
Name:
Anthony V. Pantina