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AMENDMENT TO FLOATING CONTINUING GUARANTY

Guarantee Agreement

AMENDMENT TO FLOATING CONTINUING GUARANTY | Document Parties: Alexander & Baldwin, Inc You are currently viewing:
This Guarantee Agreement involves

Alexander & Baldwin, Inc

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Title: AMENDMENT TO FLOATING CONTINUING GUARANTY
Governing Law: California     Date: 7/10/2008
Industry: Water Transportation     Sector: Transportation

AMENDMENT TO FLOATING CONTINUING GUARANTY, Parties: alexander & baldwin  inc
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AMENDMENT TO

FLOATING CONTINUING GUARANTY

 

 

This Amendment to Floating Continuing Guaranty ("Amendment") is entered into this 7th day of July, 2008, by and between American AgCredit, PCA, as agent (in such capacity "Agent") for the banks and other financial institutions (the "Lenders") named in the Sixth Amended and Restated Revolving Loan Agreement (as herein after defined) and Alexander & Baldwin, Inc., a Hawaii Corporation, (“A&B” or “Guarantor”) with reference to the following recitals of fact:

 

RECITALS

 

A.         A&B, as guarantor and Agent entered into a Floating Continuing Guaranty dated July 29, 2005 (the "Floating Guaranty").

 

B.        Concurrently with the execution of this Amendment the Borrower (as defined in the Guaranty), Agent, Lenders, and Guarantor are entering into a Sixth Amended and Restated Revolving Loan Agreement dated as of July 7, 2008 (the "Agreement").

 

D.        Agent has requested that the Guaranty be updated and modified as set forth below.

 

E.

Guarantor consents to the requested modifications on the terms set forth below.

 

 

ACCORDINGLY THE PARTIES AGREE AS FOLLOWS:

 

1.

Definitions; References; Interpretation.

 

(a)       Unless otherwise specifically defined herein, each term used herein (including the Recitals hereof) which is defined in the Guaranty shall have the meaning assigned to such term in the Agreement.

 

(b)       Each reference to "this Guaranty", "hereof", "hereunder", "herein" and "hereby" and each other similar reference contained in the Guaranty and each reference to "the Guaranty" and each other similar reference in the other Loan Documents, shall from and after the date of this Amendment refer to the Guaranty as amended hereby.

 

2.         Amendment to Guaranty. Subject to the terms and conditions hereof, the Guaranty is amended as follows:

 

(a)       That portion of the title reading “ $15,000,000 to $21,500,000 ” is hereby deleted and is replaced by the figures “ $12,500,000 ”.

 

 

1

 

 

 


(b)       The introductory paragraph of the Guaranty is hereby amended to read as follows:

 

"This Floating Continuing Guaranty ("Guaranty") dated as of July 7, 2008, is executed by Alexander & Baldwin, Inc., a Hawaii corporation ("Guarantor"), in favor of American AgCredit, PCA, as agent (in such capacity "Agent") for the banks and other financial institutions (the "Lenders") named in the Sixth Amended and Restated Revolving Loan Agreement (as hereinafter defined), with reference to the following facts:"

 

 

(c)

Recital B of the Guaranty is amended to read as follows:

 

"B.      Borrower, Agent and Lenders are about to enter into that certain Sixth Amended and Restated Revolving Loan Agreement dated as of July 7, 2008 (as supplemented, restated, amended or modified from time to time, the Revolving Loan Agreement"), pursuant to which Agent and Lenders will extend to Borrower a revolving line of credit in the original principal amount not to exceed Twenty-Five Million Dollars ($25,000,000)(the “Facility”).”

 

(c)       The second sentence of Recital C is hereby deleted and replaced by the following: “ Subsequently, the Original Guaranty was replaced by the Floating Guaranty dated as of July 29, 2005. The delivery of the Floating Guaranty was a condition precedent to Agent and Lenders entering into the Revolving Loan Agreement.”

 

 

(d)

Recital D is hereby amended to read as follows:

 

“D.      The Revolving Loan Agreement provides that the Floating Guaranty be amended to reduce the amount of the guaranty to a fluctuating amount equal to the lesser of $12,500,000 or the outstanding balance of the Revolving Loan. The actual amount to be determined as set forth hereinbelow.

 

 

(e)

Recital E is hereby deleted.

 

 

(f)

Section 3(b) of the Floating Guaranty is amended


 
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