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Exhibit 10.38
SUPPLEMENT NO. 01
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This Supplement is executed pursuant to, and incorporates by reference
all of the terms, conditions and provisions of, the Equipment Agreement dated as
of December 24, 1996 between the undersigned Obligee and Obligor (herein, as
amended and supplemented from time to time, called the "Equipment Agreement").
Obligor hereby (a) acknowledges and certifies that (i) each Item of Equipment
described below or on any Schedule attached hereto has been selected by,
delivered to, and inspected by, Obligor, and is located at the location set
forth below, (ii) Obligor has reviewed and approved the purchase order, supply
contract or purchase agreement covering each such Item, and (iii) that as
between Obligee and Obligor, each such Item is of a size, design, capacity and
manufacture acceptable to and suitable for Obligor's purposes, has been
installed to Obligor's satisfaction, and is in good working order, repair and
condition; and (b) unconditionally and irrevocably accepts each such Item for
financing under the Equipment Agreement on the date hereof and grants to Obligee
a security interest in such Item. Obligee and Obligor hereby agree that each
Item of Equipment described below or on any Schedule attached hereto is hereby
financed under and subject to all of the terms, conditions and provisions of the
Equipment Agreement; that the Term of each such Item commences on the date
hereof and that such date is the Acceptance Date thereof; and that the Equipment
Cost, Basic Term Commencement Date, Basic Term, Basic Payments and Related
Exhibit A for all Items of Equipment covered by this Supplement is as set forth
below. Obligor hereby agrees to make the Basic Payments for all Items of
Equipment covered by this Supplement in the amounts and at the times specified
below, reaffirms its acknowledgments and agreements in Section 8 of the
Equipment Agreement and certifies that its representations and warranties set
forth in Section 22 of the Equipment Agreement and in any related certificate
delivered to Obligee are true and correct in all material respects on the date
hereof. All capitalized terms used herein which are not defined herein shall
have the meaning given to such terms in the Lease.
1. DESCRIPTION OF ITEM(S) OF EQUIPMENT (include make, model,
serial number and quantity): One (1) Used PY*ROX 8212
Incineration System Unit No. 842369 more fully described on
Schedule A attached hereto and made a part hereof.
2. LOCATION: Lock Haven, Pennsylvania
3. EQUIPMENT COST: $12,850,000.00
4. BASIC TERM COMMENCEMENT DATE: December 24, 1996.
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5. BASIC TERM: Twelve (12) months, commencing on Basic Term
Commencement Date and ending on the date immediately prior
to the annual anniversary thereof.
6. BASIC PAYMENTS PAYABLE DURING BASIC TERM: $803,401.15
(plus applicable sales/use tax) payable on the 24th day of
March, June, September and December in arrears during the
Basic Term, commencing on March 24, 1997.
7. Related Exhibit A: Exhibit A-1 to the Equipment Agreement.
Dated: December 24, 1996.
COUNTERPART NO.______ OF 5
SERIALLY NUMBERED MANUALLY EXECUTED BTM CAPITAL CORPORATION
COUNTERPARTS. TO THE EXTENT IF ANY (Obligee)
THAT THIS DOCUMENT CONSTITUTES
CHATTEL PAPER UNDER THE UNIFORM By: /s/ Gary L. Christensen
COMMERCIAL CODE, NO SECURITY INTEREST -------------------------
IN THIS DOCUMENT MAY BE CREATED Title: Sr. Vice President
THROUGH THE TRANSFER AND POSSESSION -------------------
OF ANY COUNTERPART OTHER THAN OHM REMEDIATION SERVICES
COUNTERPART NO. 1. CORP. (Obligor)
By: /s/ Pamela K. M. Beall
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Title: Treasurer
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