AMENDMENT AGREEMENT NO. 7
Amendment Agreement No. 7 dated as of December 19, 1996 by and between GIBRALTAR STEEL
CORPORATION, a Delaware corporation ("Company"), GIBRALTAR STEEL CORPORATION OF NEW
YORK, a New York corporation ("Borrower"), THE CHASE MANHATTAN BANK (successor by merger
to THE CHASE MANHATTAN BANK, N.A. and CHEMICAL BANK) ("Chase"), FLEET BANK ("Fleet"),
MELLON BANK, N.A. ("Mellon") (Chase, Fleet and Mellon shall collectively be referred to herein as "Banks")
and The Chase Manhattan Bank (successor by merger to The Chase Manhattan Bank, N.A. and Chemical
Bank), as Administrative Agent for the Banks ("Administrative Agent").
A. Preliminary Statement
Company, Borrower, the Banks and the Administrative Agent are parties to a Credit Agreement dated
November 10, 1994, as amended from time to time including, without limitation, the following amendments: letter
agreement dated November 28, 1994; letter agreement dated May 9, 1995; Certificate and Modification to
Credit Agreement dated April 3, 1995; Amendment Agreement dated as of July 18, 1995; Amendment
Agreement dated as of December 28, 1995; Credit Agreement Amendment dated as of February 14, 1996; and
Amendment Agreement dated May 30, 1996 ("Credit Agreement"). Company, Borrower, the Banks and the
Administrative Agent desire to amend the Credit Agreement to extend the Termination Date and amend certain
other provisions thereof.
All capitalized terms used but not otherwise defined in this Amendment Agreement shall have the meanings set
forth in the Credit Agreement.
1. The definition "Collateral Documents" in the Credit Agreement is hereby amended to add the following
language at the end of such definition:
", as such agreements may be amended from time to time."
2. The definition "Credit Pricing Agreement" in the Credit Agreement is hereby deleted in its entirety and the
following is inserted in its place:
"'Credit Pricing Agreement' - The Agreement dated November 10, 1994, among the Company, th