Exhibit 10.5
ACCESSION LETTER
by way of a Deed
dated 25 January 2006
from
MURRAY INTERNATIONAL METALS PTE LIMITED
and
PIPE ACQUISITION LIMITED
To
111E GOVERNOR AND COMPANY OF THE BANK OF
SCOTLAND
re:
PROJECT PIPE
To: The Governor and Company of the Bank of Scotland as Agent
From: Murray International Metals Pte Limited (“MIM PTE”)
31 Tuas View Close
Singapore 637469; and
Pipe Acquisition Limited (“PAL”)
160 Queen Victoria Street
London
EC4V 4QQ
Dear Sirs
Murray International Metals Limited - - £27,000,000 Revolving Credit Facility Agreement dated 16 December 2005 (the “Facility Agreement”)
1. We refer to the Facility Agreement. This is an Accession Letter by way of a deed. Terms defined in the Facility Agreement have the same meaning in this Accession Letter unless given a different meaning in this Accession Letter.
2. In consideration of the Lenders making available or continuing to make available the Facility, MIM PTE agrees to become an Additional Guarantor with effect from the date of this Accession Letter and as such Additional Guarantor pursuant to Clause 30.4 (Additional Guarantors) of the Facility Agreement agreed to and shall be bound by the terms of the Facility Agreement. MIM PTE is a company duly incorporated under the laws of Singapore and is a limited liability company and registered number 200201097M.
3. MIM PTE’s administrative details are as follows:
Address: | | 31 Tuas View Close, Singapore 637469 |
| | |
Fax No.: | | +65 6223 3336 |
| | |
Attention: | | Mr. Michael Craig |
4. This Accession Letter is governed by English law.
5. This Accession Letter is executed by way of a Deed this 25 January 2006
The COMMON SEAL of MURRAY INTERNATIONAL | ) |
METALS PTE LIMITED was hereunto affixed in the | ) |
presence of : | ) |
Director MICHAEL CRAIG
Director / Secretary K A COCKBURN
EXECUTED and DELIVERED as a DEED by | ) |
PIPE ACQUISITION LIMITED acting by: | ) |
Director DAVID KEMP
Director DAVID KEMP