Cold Metal Products Inc Watch

from 10-K 1 page <page> 1 Exhibit (10)(aa) the Cit Group/ Equipment Financing 650 Cit Drive P.O. Box 490 Livingston, Nj 07038-0490 March 30, 2000 Mr. Joseph Horvath Cold Metal Products Dear Mr. Horvath: Reference Is Made to the Loan and Security Agreement (Agreement) Between Cold Metal Products, Inc. (Debtor) and the Cit Group/Equipment Financing, Inc. (Cit). Debtor Has Notified Cit Regarding Its Intention to Acquire 100% of the Outstanding Stock of Alkar Steel, Inc., a Detroit, Michigan Based Service Center, and Has Requested Cit's Consent to the Proposed Transaction, All as Required Under the Terms of the Agreement. Debtor Has Further Requested That, Upon Consummation of the Transaction, It Would Temporarily Be in Technical Non-Compliance With the Terms of the Agreement, Namely, Tangible Net Wroth Covenant, With the Expectation That Compliance Would Be Attained by March 31, 2001. Debtor Has Requested That Cit Consent to the Foregoing Transaction and Waive Any Event of Non-Compliance With the Tangible Net Wroth Covenant Through April 1, 2001. Cit Hereby Agrees to This Request, Subject to the One-Time Processing Fee of $10,000.00. All Other Terms, Conditions and Agreements Under the Loan & Security Agreement, Together With All Schedules, Attachments and Amendments Thereto (Collectively, the "Agreements") Shall Remain in Full Force and Effect. Please Note That Cit's Willingness to Waive This Particular Covenant Violation Should Not Be Interpreted as Cit's Agreement or Willingness to Waive Any Further Breach or Violation of the Agreement. Sincerely, the Cit Group Equipment Financing Inc. by /S/ Anthony Joseph Title Vice President Acknowledged and Agree To: Cold Metal Products by /S/ Joseph C. Horvath Title CFO

from 10-K 1 page <page> 1 Exhibit (10)(x) the Cit Group/ Equipment Financing 650 Cit Drive Po Box 490 Livingston, Nj 07039-0490 January 20, 1999 Mr. John Sole Cold Metal Products Inc. 8526 South Avenue Po Box 6078 Youngstown, Ohio 44501 Dear Mr. Sole: In Regards to the Amended and Restated Loan and Security Agreement, Dated as of November 22, 1996, (Loan Agreement), by and Between Cold Metal Products Inc. (Debtor) and the Cit Group/Equipment Financing, Inc. (Lender). Debtor Has Advised Cit That Cold Metal Products Was Not in Compliance With Its Cash Flow Covenant Contained in Section 8.10 of the Agreement for the Period Ended December 31, 1998. Cash Flow Covenant: Cash Flow Coverage Shall Be Greater Than or Equal to 1.50x. Cash Flow Is Defined as Net Income After Taxes Plus Depreciation and Amortization Divided by Cpltd and Capital Leases (Calculated on a Rolling Four-Quarter Basis). Debtor Has Requested That Notwithstanding Anything to the Contrary in the Agreement, That Cit Waive the Above Instance of Noncompliance From the Period Above Through the Period Ending December 31, 1999. Cit Hereby Waives, as of This Date and Through the Period Ending December 31, 1999, the Above Instances of Noncompliance Under Section 8.10 of the Agreement Subject to the Following Condition: Receipt by Cit of a $3,500 Processing Fee. Sincerely the Cit Group Equipment Financing, Inc. By: /S/ Anthony Joseph Title: Vice President Agreed and Accepted By: Cold Metal Products, Inc. By: /S/ J. E. Sloe Title: Vp-CFO