AMENDMENT dated as of October 15, 2002, to the Credit Agreement dated as of August 11, 2000, as amended
and restated as of February 12, 2002 (the “ Credit Agreement ”), among SHILOH INDUSTRIES, INC., a Delaware
corporation (the “ Borrower ”), the LENDERS party thereto, JPMORGAN CHASE BANK, as Administrative Agent
and Collateral Agent, KEYBANK NATIONAL ASSOCIATION, as Syndication Agent and BANK ONE, MICHIGAN,
as, Documentation Agent.
A. Pursuant to the Credit Agreement, the Lenders have extended credit to the Borrower, and have agreed to extend credit
to the Borrower, in each case pursuant to the terms and subject to the conditions set forth therein.
B. The Borrower has requested that the Lenders agree to amend certain provisions of the Credit Agreement pursuant to
the terms and subject to the conditions set forth herein.
C. The undersigned Lenders are willing so to amend the Credit Agreement pursuant to the terms and subject to the
conditions set forth herein.
D. Capitalized terms used but not defined herein have the meanings assigned to them in the Credit Agreement, as
Accordingly, in consideration of the mutual agreements herein contained and other good and valuable consideration, the
sufficiency and receipt of which are hereby acknowledged, and subject to the conditions set forth herein, the parties hereto
hereby agree as follows:
SECTION 1. Amendments to Section 1.01 . Section 1.01 of the Credit Agreement is hereby amended as follows:
(a) by deleting in its entirety the definition of the term “Capital Expenditures Plan” and substituting the following
“ Capital Expenditures Plan ” means, collectively, (a) the capital expenditures plan of the Borrower and the
Subsidiaries for the Borrower’s fiscal year ending October 31, 2002, (b) the capital expenditures plan of the Borrower
and the Subsidiaries for the Borrower’s fiscal year ending October 31, 2003, and (c) the capital expenditures plan