FIRST AMENDMENT TO
RECEIVABLES PURCHASE AGREEMENT
FIRST AMENDMENT, dated as of August 28, 2007 (this “ Amendment ”), to the Receivables
Purchase Agreement, dated as of July 25, 2007 (as amended, restated, modified or supplemented from time to
time, the “ RPA ”), by and among Olin Funding Company LLC (the “ Seller ”), CAFCO, LLC and Variable
Funding Capital Company LLC, as Investors, Citibank, N.A. and Wachovia Bank, National Association (“
Wachovia ”), as Banks, Citicorp North America, Inc. (“ Citi ”), as the Program Agent, Citi and Wachovia, as
Investor Agents and Olin Corporation (“ Parent ”), as Collection Agent. Capitalized terms used but not
otherwise defined herein shall have the meanings ascribed to such terms in the RPA.
WHEREAS, pursuant to Section 11.01 of the RPA, the parties hereto have agreed to amend the
RPA as described herein.
NOW THEREFORE, the parties hereto agree as follows:
Amendment to the RPA . Effective as of the date on which all of the conditions precedent
set forth in Section 3 hereof shall have been satisfied, Schedule I to the RPA is hereby replaced in its entirety by
Schedule I attached to this Amendment.
The Stanley Works Receivables . The Seller and Chase Brass & Copper Company, Inc.
have notified the Agents that (a) all receivables financing and purchasing arrangements pertaining to the accounts
receivable due from The Stanley Works Co. described in clause (a) of the definition of “Excluded Receivables”
set forth in Section 1.01 of the RPA (“ The Stanley Works Receivables ”) have been terminated and the UCC
Financing Statement filed in connection therewith has been terminated (an acknowledgment copy of the
termination of the UCC Financing Statement has been separately delivered to the Agents), and (b) The Stanley
Works Receivables are free and clear of Adverse Claims (UCC search results indicating the absence of Adverse
Claims have been separately delivered to the Agents), and the Seller and Chase Brass & Co