Exhibit 99.1
AMENDMENT
DATED AS OF SEPTEMBER 23, 2005
TO RECEIVABLES SALE AGREEMENT
DATED AS OF SEPTEMBER 28, 2002
THIS
AMENDMENT (the "Amendment"), dated as of September 23, 2005, is
entered into among Albany International
Receivables
Corporation (the "Seller"),
Albany International Corp. ( the "Initial
Collection Agent," and, together with
any successor thereto, the "Collection Agent"), , ABN AMRO Bank N.V., as
agent
for the Purchaser (the "Agent"), the committed purchasers party thereto (the
"Committed Purchasers") and Amsterdam Funding Corporation, a Delaware
corporation ("Amsterdam");
WITNESSETH:
WHEREAS,
the Seller,
Collection Agent,
Agent, Committed
Purchasers and
Amsterdam have heretofore executed and delivered a
Receivables Sale
Agreement,
dated as of September 28, 2001 (as amended,
supplemented or
otherwise modified
through the date hereof, the "Sale
Agreement"),
WHEREAS,
the parties hereto desire to amend the Sale Agreement as
provided
herein;
NOW,
THEREFORE,
for good and
valuable consideration, the receipt and
adequacy of which are hereby acknowledged,
the parties hereto
hereby agree that
the Sale Agreement shall be and is hereby
amended as follows:
Section 1.
The defined term
"Liquidity
Termination
Date" appearing in
Schedule I to the Sale Agreement is hereby amended by deleting the date
"September 23, 2005" appearing in clause (d) thereof
and inserting in its place
the date "September 22, 2006".
Section 2.
This Amendment shall become effective on the date the Agent has
received (i) counterparts hereof executed
by the Seller,
Collection Agent, each
Purchaser, Amsterdam and the Agent and (ii)
the acknowledgment
and consent in
the form set forth below duly executed and
delivered by the Parent.
Section 3.
This Amendment
may be executed in any
number of
counterparts
and by the different parties on separate
counterparts and each
such counterpart
shall be deemed to be an original, but all such counterparts shall together
constitu