Exhibit 10.5
EXECUTION COPY
AMENDMENT NO. 9
AMENDMENT NO. 9 (this "Amendment No. 9") dated as of June 30, 2003 to the Credit Agreement referred
to below, between CHART INDUSTRIES, INC., a Delaware corporation (the "Borrower"); each of the
Subsidiaries of the Borrower identified under the caption "SUBSIDIARY GUARANTORS" on the signature
pages hereto (individually, a "Subsidiary Guarantor" and, collectively, the "Subsidiary Guarantors" and, together
with the Borrower, the "Obligors"); and JPMORGAN CHASE BANK, as administrative agent for the Lenders
(in such capacity, together with its successors in such capacity, the "Administrative Agent").
The Borrower, Chart Heat Exchangers Limited (formerly known as Chart Marston Limited) as a Subsidiary
Borrower, the Subsidiary Guarantors, each of the lenders that is a signatory thereto and the Administrative Agent
are parties to a Credit Agreement dated as of April 12, 1999 (as heretofore modified and supplemented and in
effect immediately prior to the effectiveness of this Amendment No. 9, the "Credit Agreement"), providing,
subject to the terms and conditions thereof, for loans and other extensions of credit to be made by said lenders to
the Borrower in an aggregate principal or face amount as specified therein. The Borrower, the Subsidiary
Guarantors, the Lenders and the Administrative Agent wish to amend the Credit Agreement in certain respects,
and accordingly, the parties hereto hereby agree as follows:
Section 1. Definitions. Except as otherwise defined in this Amendment No. 9, terms defined in the Credit
Agreement are used herein as defined therein.
Section 2. Amendments. Subject to the satisfaction of the conditions precedent specified in Section 5, but
effective as of the date hereof, the Credit Agreement shall be amended as follows:
2.01. General References. References in the Credit Agreement (including references to the Credit Agreement as
amended hereby) to "this Agreement" (and indirect references such as "hereunder", "hereby", "here