Exhibit 4.23(d)
AMENDMENT NO. 4 TO
RECEIVABLES PURCHASE AGREEMENT
AMENDMENT dated as of November 2, 2005 to the Receivables
Purchase Agreement dated as of December 17, 2003 (the "
Receivables Agreement ") among LYONDELL FUNDING II, LLC, a
Delaware limited liability company (the " Seller "),
LYONDELL CHEMICAL COMPANY, a Delaware corporation (the "
Servicer "), the PURCHASERS from time to time party thereto
and CITICORP USA, INC., as asset agent and administrative agent for
the Purchasers (the " Agent ").
The parties hereto agree as follows:
Section 1. Defined
Terms; References . Unless otherwise specifically defined
herein, each term used herein which is defined in the Receivables
Agreement has the meaning assigned to such term in the Receivables
Agreement. Each reference to "hereof", "hereunder", "herein" and
"hereby" and each other similar reference and each reference to
"this Agreement" and each other similar reference contained in the
Receivables Agreement shall, after this Amendment becomes
effective, refer to the Receivables Agreement as amended
hereby.
Section 2.
Amended Definitions. (a) Section 1.1 of the Receivables
Agreement is hereby amended by inserting the following definition
therein in correct alphabetical order:
" Amendment No. 4 Effective Date " means November 2,
2005.
(b) The following definition in Section 1.1 of the Receivables
Agreement is amended to read in its entirety as follows:
" Commitment Termination Date " means the fifth
anniversary of the Amendment No. 4 Effective Date.
(c) The definition of "Applicable Margin" in Section 1.1 of the
Receivables Agreement is hereby amended by deleting the table
contained therein and by inserting the following table in place
thereof:
|
Average Monthly
Excess Availability
|
Alternate Base
Rate
|
Adjusted LIBO
Rate
|
|
Greater than or equal to $450,000,000
|
0.25%
|
1.25%
|
|
Less than $450,000,000 and greater than or equal to
$225,000,000
|
0.50%
|
1.50%
|
|
Less than $225,000,000
|
0.75%
|
1.75%
|
Section 3. Amendments to Article II . (a) Clause (b) of
Section 2.4 of the Receivables Agreement is hereby amended by
inserting the following phrase after the term "Agent" contained
therein:
"or upon 1 Business Day's notice to the Agent in the case of
reductions in outstanding Capital bearing Yield solely at the
Applicable Base Rate"
(b) Clause (d) of Section 2.11 of the Receivables Agreement is
hereby amended by deleting the percentage "0.50%" specified therein
and inserting the percentage "0.375%" in place thereof.
Section 4. Amendments to Article V . Clause (f)(ii) of
Section 5.4 of the Receivables Purchase Agreement is hereby amended
by inserting the f
