AMENDMENT TO LEASE AGREEMENT DATED November 14, 1996 _________________ This Amendment becomes a part of the Equipment Lease Agreement dated as of October 12, 1994, and the accompanied Rider No. 2, wherein Perma-Fix Environmental Services Inc., Perma-Fix of Memphis Inc., Perma-Fix of Ft. Lauderdale Inc., Perma-Fix of Dayton Inc., and Perma-Fix Treatment Services Inc. as Lessees and Ally Capital Corporation is Lessor, whereas the attached Exhibit A Section 1.4 is further amended. All other conditions of the Equipment Lease Agreement including the August 16, 1996 amendments remain in force and effect. PERMA-FIX SERVICES INC. AND PERMA- FIX OF MEMPHIS INC. AND PERMA-FIX OF FT. LAUDERDALE INC. AND PERMA-FIX OF INC. AND PERMA-FIX TREATMENT SERVICES INC. CO-LESSEES. ALLY CAPITAL CORPORATION PERMA-FIX ENVIRONMENTAL AS LESSOR SERVICES, INC. By: By: ______________________ ________________________________ Name: Name: _________________ ______________________________ Title: Title: _________________ ____________________________ PERMA-FIX OF MEMPHIS INC. By: _________________________________ Name: _____________________________ Title: _____________________________ PERMA-FIX OF FT. LAUDERDALE INC. By: _________________________________ Name: _____________________________ Title: _____________________________ PERMA-FIX OF DAYTON INC. By: _________________________________ Name: _____________________________ Title: _____________________________ PERMA-FIX TREATMENT SERVICES INC. By: _________________________________ Name: _____________________________ Title: _____________________________ Exhibit "A" to Amendment to Lease Agreement Dated: November 14, 1996 _________________ FINANCIAL COVENANTS Section 1 Perma-Fix Environmental Services Inc. and its subsidiaries on a consolidated basis covenant and agree that until payment in full of all Obligations owed by Perma-Fix Environmental Services Inc. to Ally Capital are paid, Perma-Fix shall comply with all covenants in this Section 1. The terms used in this Exhibit "A" to amendment to lease agreement shall have the meanings as defined in the loan and security agreement dated as of January 27, 1995 among Perma-Fix Environmental Services Inc. and subsidiaries and Heller Financial Inc. as amended to the date of this amendment. 1.1 Tangible Net Worth. Perma-Fix Environmental Services Inc. shall maintain Tangible Net Worth of at least the amount set forth below at the end of each applicable period set forth below: Applicable Period Amount As of 6/30/96 ($600,000) As of 9/30/96 ($100,000) As of 12/31/96 and as of $500,000 the end of each fiscal quarter of Borrower thereafter 1.2 Minimum EBITDA. Perma-Fix Environmental Services Inc. shall achieve an EBITDA of at least the amount set forth below for each applicable period set forth below: Applicable Period Amount Six Months Ended 6/30/96 $ 900,000 Nine Months Ended 9/30/96 $1,700,000 Twelve Months Ended 12/31/96 $2,500,000 Twelve Months Ended 3/31/97 $3,000,000 and for each twelve month period ending on the last quarter day of each fiscal quarter thereafter 1.3 Capital Expenditure Limits. The aggregate amount of all Capital Expenditures of Perma-Fix Environmental Services Inc. and its Subsidiaries (excluding trade-ins and excluding (a) Capital Expenditures in respect of replacement assets to the extent funded with casualty insurance proceeds and (b) Capital Expenditures financed pursuant to Capital Leases permitted will not exceed the amount set forth below for each applicable period set forth below: Applicable Period Amount January 1, 1996 - December 31, 1996 $1,820,000 January 1, 1997 - January 31, 1998 $1,250,000 1.4 Fixed Charge Coverage. Perma-Fix Environmental Services Inc. shall not permit Fixed Charge Coverage for each applicable period set forth below to be less than the amount set forth below for such period (provided, however, that in computing Fixed Charge Coverage, Capital Expenditures pursuant to Capital Leases permitted pursuant to Section 7.1 hereof and Indebtedness paid by Perma-Fix, Inc. in connection with the sale of its Re-Tech division shall be excluded): Applicable Period Ratio Ten Months Ended 10/31/96 .30:1 Eleven Months Ended 11/30/96 .30:1 Twelve Months Ended 12/31/96 .30:1 Twelve Months Ended 1/31/97 .75:1 Twelve Months Ended 2/28/97 .75:1 Twelve Months Ended 3/31/97 .75:1 Twelve Months Ended 4/30/97 .75:1 Twelve Months Ended 5/31/97 .75:1 Twelve Months Ended 6/30/97 .75:1 Twelve Months Ended 7/31/97 .75:1 Twelve Months Ended 8/31/97 .75:1 Twelve Months Ended 9/30/97 .75:1 Twelve Months Ended 10/31/97 .75:1 Twelve Months Ended 11/30/97 .75:1 Twelve Months Ended 12/31/97 1.00:1 1.5 Maximum Days Receivable. Perma-Fix Environmental Services Inc. will not permit (A) the product of (x) the aggregate dollar amount of the Accounts of all Perma-Fix entities as at the end of any fiscal quarter, times (y) ninety (90), divided by (B) the Loan Parties net sales revenue in respect of such fiscal quarter, to exceed seventy-five (75) days. 1.6 Current Ratio. Borrower shall maintain at all times a ratio of "Current Assets" (as defined under GAAP) to trade payables of at least 1.3:1. BALL:\N-P\PESI\10-Q\996\EXHIBIT4.5