Exhibit 10.2
Execution Copy
AMENDMENT NO. 4 TO
RECEIVABLES PURCHASE
AGREEMENT
This AMENDMENT NO. 4 TO RECEIVABLES
PURCHASE AGREEMENT (this “ Amendment ”) dated as
of July 12, 2005 is entered into by and among Ball Capital Corp.
II, a Delaware corporation, as Seller (the “ Seller
”), Ball Corporation, an Indiana corporation, as Servicer
(the “ Servicer ”), Jupiter Securitization
Corporation, as Conduit (the “ Conduit ”),
JPMorgan Chase Bank, N.A. (successor by merger to Bank One, NA
(Main Office Chicago)) (“ JPMorgan ”), as
Managing Agent (the “ Managing Agent ), the funding
sources party hereto as the financial institutions (the “
Financial Institutions ” and together with the
Conduits, the “ Purchasers ”), and JPMorgan as
agent for the Purchasers party to the “Agreement” (as
defined below) (the “ Collateral Agent
”).
W I T N E S S E T
H:
WHEREAS, the Seller, the Servicer,
the Purchasers, the Managing Agent and the Collateral Agent have
entered into that certain Receivables Purchase Agreement dated as
of June 11, 2003 (as amended, restated, supplemented or otherwise
modified from time to time, the “ Agreement ”);
and
WHEREAS, the Seller has requested
that the Purchasers, the Managing Agent and the Collateral Agent
consent to an amendment of the Agreement; and
WHEREAS, the parties hereto have
agreed to amend the Agreement on the terms and conditions set forth
herein;
NOW THEREFORE, in consideration of
the premises set forth above, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto hereby agree as
follows:
SECTION 1.
Defined
Terms . Capitalized terms used and not otherwise defined herein
shall have the meanings assigned to such terms in the
Agreement.
SECTION 2.
Amendment to
the Agreement . Subject to the satisfaction of the conditions
precedent set forth in Section 4 below:
(a) The
definition of the term “ Purchase Limit ” set
forth in Exhibit I of the Agreement is hereby amended to
replace the reference therein to “$200,000,000” with a
reference to “$225,000,000” therefor.
(b)
Schedule A of the Agreement is hereby amended to replace the
reference therein to “$200,000,000” with a reference to
“$225,000,000” therefor.
Page 1 of 4
Exhibit 10.2 (continued)
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SECTION 3.
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Representations and Warranties of the Seller and
the Servicer .
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(a) Upon
the effectiveness of this Amendment, each of the Seller and the
Servicer hereby reaffirms all covenants, representations and
warranties made by it in the Agreement and agrees that all such
covena
