Reference is made to that certain (i) Third
Amended and Restated Credit Agreement, dated as of August 29, 2007
(including, all annexes, exhibits and schedules thereto, and as
amended, supplemented or otherwise modified from time to time, the
“ Credit Agreement ”), by and among Butler
Service Group, Inc. (the “ Borrower ”), the
other Credit Parties signatory thereto (the Credit Parties together
with the Borrower, individually and collectively “ You
” or “ Your ”), General Electric Capital
Corporation (“ GECC ”), as a Lender and Agent
for Lenders (in such capacity, the “ Agent ”),
and the other Lenders signatory thereto from time to time, (ii)
Forbearance Agreement, dated as of March 20, 2009, by and among the
Borrower, the other Credit Parties signatory thereto and Agent (as
amended, supplemented or otherwise modified from time to time, the
“ Forbearance Agreement ”) and (iii) Side
Letter, dated March 20, 2009, by and among the Borrower, the other
Credit Parties signatory thereto and the Agent (the “ Side
Letter ”). Unless otherwise defined herein,
capitalized terms used herein shall have the respective meanings
provided in the Credit Agreement.
