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SUBSIDIARY GUARANTY AGREEMENT

Guarantee Agreement

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AMCOL INTERNATIONAL CORP

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Title: SUBSIDIARY GUARANTY AGREEMENT
Governing Law: New York     Date: 4/5/2007
Industry: Construction - Raw Materials     Sector: Capital Goods

SUBSIDIARY GUARANTY AGREEMENT, Parties: amcol international corp
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                                                                    Exhibit 10.2

EXECUTION COPY
================================================================================


                          SUBSIDIARY GUARANTY AGREEMENT



                             Dated as of April 2, 2007


  Re: $45,000,000 Series 2007-A Adjustable Fixed Rate Guaranteed Senior Notes,
                          Tranche 1, due April 2, 2017,
   $30,000,000 Series 2007-A Adjustable Floating Rate Guaranteed Senior Notes,
                           Tranche 2, due April 2, 2017
                                       and
                                Additional Notes
                                       of
                         AMCOL International Corporation


================================================================================

<PAGE>

                                TABLE OF CONTENTS

SECTION                              HEADING                           PAGE
---------     ------------------------------------------------------   ----
SECTION 1.    Definitions ..........................................      2

SECTION 2.    Guaranty of Notes and Note Purchase Agreement ........      2

SECTION 3.    Guaranty of Payment and Performance ..................      3

SECTION 4.    General Provisions Relating to the Guaranty ..........      4

SECTION 5.    Representations and Warranties of the Guarantors .....      9

SECTION 6.    Amendments, Waivers and Consents .....................     11

SECTION 7.    Notices ..............................................     12

SECTION 8.    Miscellaneous ........................................     12

Exhibit A -- Guaranty Supplement
Exhibit B -- Guaranty Accession Agreement

<PAGE>

                          SUBSIDIARY GUARANTY AGREEMENT

  Re: $45,000,000 Series 2007-A Adjustable Fixed Rate Guaranteed Senior Notes,
                          Tranche 1, due April 2, 2017,
   $30,000,000 Series 2007-A Adjustable Floating Rate Guaranteed Senior Notes,
                          Tranche 2, due April 2, 2017
                                       and
                                Additional Notes
                                       of
                         AMCOL International Corporation

                                   ----------

         This SUBSIDIARY GUARANTY AGREEMENT dated as of April 2, 2007 (this
"Guaranty") is entered into on a joint and several basis by each of the
undersigned, together with any entity which may become a party hereto by
execution and delivery of a Guaranty Supplement in substantially the form set
forth as Exhibit A hereto (a "Guaranty Supplement") (which parties are
hereinafter referred to individually as a "Guarantor" and collectively as the
"Guarantors").

                                    RECITALS

         A.     Each Guarantor is a direct or indirect Subsidiary of AMCOL
International Corporation, a corporation organized under the laws of the State
of Delaware (the "Company").

         B.     The Company has entered into a Note Purchase Agreement dated as
of April 2, 2007 (as the same may be amended, supplemented, restated or
otherwise modified from time to time, the "Note Purchase Agreement") between the
Company and each of the institutional investors named on Schedule A attached
thereto (the "2007-A Note Purchasers"), providing for, among other things, the
issue and sale by the Company to the 2007-A Note Purchasers of $75,000,000
aggregate principal amount of its Series 2007-A Guaranteed Senior Notes
consisting of (a) $45,000,000 aggregate principal amount of its Series 2007-A
Adjustable Fixed Rate Guaranteed Senior Notes, Tranche 1, due April 2, 2017 (the
"Tranche 1 Notes") and (b) $30,000,000 aggregate principal amount of its Series
2007-A Adjustable Floating Rate Guaranteed Senior Notes, Tranche 2, due April 2,
2017 (the "Tranche 2 Notes"; the Tranche 2 Notes together with the Tranche 1
Notes are collectively referred to herein as the "Series 2007-A Notes").

         C.     Pursuant to the Note Purchase Agreement, the Company may, from
time to time, issue one or more additional Series (as hereinafter defined) of
its unsecured promissory notes ("Additional Notes," and collectively with the
Series 2007-A Notes, the "Notes") to purchasers ("Additional Purchasers")
pursuant to a supplement (a "Supplement"), provided that the aggregate principal
amount of Additional Notes issued pursuant to Supplements in accordance with the
terms of Section 2.2 of the Note Purchase Agreement shall not exceed
$225,000,000. In connection with the issuance of each Series of Additional
Notes, the Guarantors will execute and deliver a Guaranty Accession Agreement in
the form attached hereto as Exhibit B confirming that such Series of Additional
Notes constitutes Notes hereunder and are entitled to the benefits hereof. The
2007-A Note Purchasers and the Additional Purchasers together with their
respective successors and assigns are collectively referred to herein as the
"Holders."

<PAGE>

         D.     The 2007-A Note Purchasers have required as a condition of their
purchase of the Series 2007-A Notes and it is a condition of each Additional
Purchaser's purchase of Additional Notes that the Company cause each of the
undersigned to enter into this Guaranty and, as set forth in Section 9.9 of the
Note Purchase Agreement, to cause certain other Subsidiaries to enter into a
Guaranty Supplement, and the Company has agreed to cause each of the undersigned
to execute this Guaranty and to cause each such other Subsidiary to execute a
Guaranty Supplement, in each case in order to induce the 2007-A Note Purchasers
and Additional Purchasers to purchase the Notes and thereby benefit the Company
and its Subsidiaries by providing funds to the Company for the purposes
described in Section 5.14 of the Note Purchase Agreement or in the case of any
Additional Notes, for the purposes described in the related Supplement.

         NOW, THEREFORE, as required by Section 4.10 of the Note Purchase
Agreement and in consideration of the premises and other good and valuable
consideration, the receipt and sufficiency whereof are hereby acknowledged, each
Guarantor does hereby covenant and agree, jointly and severally, as follows:

SECTION 1.        DEFINITIONS.

         Capitalized terms used herein shall have the meanings set forth in the
Note Purchase Agreement unless defined herein or the context shall otherwise
require.

SECTION 2.        GUARANTY OF NOTES AND NOTE PURCHASE AGREEMENT.

         (a)    Each Guarantor jointly and severally does hereby irrevocably,
absolutely and unconditionally guarantee unto the Holders: (1) the full and
prompt payment of the principal of, Make-Whole Amount, if any, Prepayment
Premium, if any, Breakage Amount, if any, and interest on the Notes from time to
time outstanding, as and when such payments shall become due and payable whether
by lapse of time, upon redemption or prepayment, by extension or by acceleration
or declaration or otherwise (including, to the extent permitted by applicable
law, interest due on overdue payments of principal, Make-Whole Amount, if any,
Prepayment Premium, if any, Breakage Amount, if any, or interest at the rate set
forth in the Notes) in federal or other immediately available funds of the
United States of America which at the time of payment or demand therefor shall
be legal tender for the payment of public and private debts, (2) the full and
prompt performance and observance by the Company of each and all of the
obligations, covenants and agreements required to be performed or owed by the
Company under the terms of the Notes and the Note Purchase Agreement (including
any Supplement) and (3) the full and prompt payment, upon demand by any Holder
of all reasonable costs and expenses, legal or otherwise (including reasonable
attorneys' fees), if any, as shall have been expended or incurred in the
protection or enforcement of any rights, privileges or liabilities in favor of
the Holders under or in respect of the Notes, the Note Purchase Agreement
(including any Supplement) or under this Guaranty or in any consultation or
action in connection therewith or herewith.

                                       -2-
<PAGE>

         (b)    To the extent that any Guarantor shall make a payment hereunder
(a "Payment") which, taking into account all other Payments previously or
concurrently made by any of the other Guarantors, exceeds the amount which such
Guarantor would otherwise have paid if each Guarantor had paid the aggregate
obligations satisfied by such Payment in the same proportion as such Guarantor's
Allocable Amount (as hereinafter defined) in effect immediately prior to such
Payment bore to the Aggregate Allocable Amount (as hereinafter defined) of all
of the Guarantors in effect immediately prior to the making of such Payment,
then such Guarantor shall be entitled to contribution and indemnification from,
and be reimbursed by, each of the other Guarantors for the amount of such
excess, pro rata based upon their respective Allocable Amounts in effect
immediately prior to such Payment; provided that each Guarantor covenants and
agrees that such right of contribution and indemnification and any and all
claims of such Guarantor against any other Guarantor, any endorser or against
any of their property shall be junior and subordinate in right of payment to the
prior indefeasible final payment in cash in full of all of the Notes and
satisfaction by the Company of its obligations under the Note Purchase Agreement
and under each Supplement and by the Guarantors of their obligations under this
Guaranty and the Guarantors shall not take any action to enforce such right of
contribution and indemnification, and the Guarantors shall not accept any
payment in respect of such right of contribution and indemnification, until all
of the Notes and all amounts payable by the Guarantors hereunder have
indefeasibly been finally paid in cash in full and all of the obligations of the
Company under the Note Purchase Agreement and under each Supplement and of the
Guarantors under this Guaranty have been satisfied

         As of any date of determination, (1) the "Allocable Amount" of any
Guarantor shall be equal to the maximum amount which could then be claimed by
the Holders under this Guaranty without rendering such claim voidable or
avoidable under Section 548 of Chapter 11 of the United States Bankruptcy Code
(11 U.S.C. Sec. 101 et. seq.) or under any applicable state Uniform Fraudulent
Transfer Act, Uniform Fraudulent Conveyance Act or similar statute or common
law; and (2) the "Aggregate Allocable Amount" shall be equal to the sum of each
Guarantor's Allocable Amount.

         This clause (b) is intended only to define the relative rights of the
Guarantors, and nothing set forth in this clause (b) is intended to or shall
impair the obligations of the Guarantors, jointly and severally, to pay any
amounts to the Holders as and when the same shall become due and payable in
accordance herewith.

         Each Guarantor acknowledges that the rights of contribution and
indemnification hereunder shall constitute an asset in favor of any Guarantor to
which such contribution and indemnification is owing.

SECTION 3.        GUARANTY OF PAYMENT AND PERFORMANCE.

         This is an irrevocable, absolute and unconditional guarantee of payment
and performance (and not merely of collection) and each Guarantor hereby waives,
to the fullest extent permitted by law, any right to require that any action on
or in respect of any Note or the Note Purchase Agreement (including any
Supplement) be brought against the Company or any other Person or that resort be
had to any direct or indirect security for the Notes or for this Guaranty or any
other remedy. Any Holder may, at its option, proceed hereunder against any
Guarantor in the first instance to collect monies when due, the payment of which
is guaranteed hereby, without first proceeding against the Company or any other
Person and without first resorting to any direct or indirect security for the
Notes or for this Guaranty or any other remedy. The liability of each Guarantor
hereunder shall in no way be affected or impaired by any acceptance by any
Holder of any direct or indirect security for, or other guaranties of, any Debt,
liability or obligation of the Company or any other Person to any Holder or by
any failure, delay, neglect or omission by any Holder to realize upon or protect
any such guarantees, Debt, liability or obligation or any notes or other
instruments evidencing the same or any direct or indirect security therefor or
by any approval, consent, waiver, or other action taken, or omitted to be taken
by any such Holder.

                                        -3-
<PAGE>

         The covenants and agreements on the part of the Guarantors herein
contained shall take effect as joint and several covenants and agreements, and
references to the Guarantors shall take effect as references to each of them and
none of them shall be released from liability hereunder by reason of the
guarantee ceasing to be binding as a continuing security on any other of them.

SECTION 4.        GENERAL PROVISIONS RELATING TO THE GUARANTY.

         (a)    Each Guarantor hereby consents and agrees that any Holder or
Holders from time to time, with or without any further notice to or assent from
any other Guarantor may, without in any manner affecting the liability of any
Guarantor under this Guaranty, and upon such terms and conditions as any such
Holder or Holders may deem advisable:

               (1)     extend in whole or in part (by renewal or otherwise),
         modify, change, compromise, release or extend the duration of the time
         for the performance or payment of any Debt, liability or obligation of
         the Company or of any other Person (including, without limitation, any
         other Guarantor) secondarily or otherwise liable for any Debt,
         liability or obligation of the Company on the Notes, or waive any
         Default or Event of Default with respect thereto, or waive, modify,
         amend or change any provision of the Note Purchase Agreement, any
         Supplement, any other agreement or waive this Guaranty; or

               (2)     sell, release, surrender, modify, impair, exchange or
         substitute any and all property, of any nature and from whomsoever
         received, held by, or for the benefit of, any such Holder as direct or
         indirect security for the payment or performance of any Debt, liability
         or obligation of the Company or of any other Person (including, without
         limitation, any other Guarantor) secondarily or otherwise liable for
         any Debt, liability or obligation of the Company on the Notes; or

               (3)     settle, adjust or compromise any claim of the Company
         against any other Person (including, without limitation, any other
         Guarantor) secondarily or otherwise liable for any Debt, liability or
         obligation of the Company on the Notes.

         Each Guarantor hereby ratifies and confirms any such extension,
renewal, change, sale, release, waiver, surrender, exchange, modification,
amendment, impairment, substitution, settlement, adjustment or compromise and
that the same shall be binding upon it, and hereby waives, to the fullest extent
permitted by law, any and all defenses, counterclaims or offsets which it might
or could have by reason thereof, it being understood that such Guarantor shall
at all times be bound by this Guaranty and remain liable hereunder.

         (b)    Each Guarantor hereby waives, to the fullest extent permitted by
law:

               (1)     notice of acceptance of this Guaranty by the Holders or of
         the creation, renewal or accrual of any liability of the Company,
         present or future, or of the reliance of such Holders upon this
         Guaranty (it being understood that every Debt, liability and obligation
         described in Section 2 hereof shall conclusively be presumed to have
         been created, contracted or incurred in reliance upon the execution of
         this Guaranty);

                                       -4-
<PAGE>

               (2)     notice of the issuance of any Additional Notes pursuant to
          the Note Purchase Agreement or any Supplement thereto;

               (3)     demand of payment by any Holder from the Company or any
         other Person (including, without limitation, any other Guarantor)
         indebted in any manner on or for any of the Debt, liabilities or
         obligations hereby guaranteed; and

               (4)     presentment for the payment by any Holder or any other
         Person of the Notes or any other instrument, protest thereof and notice
         of its dishonor to any party thereto and to such Guarantor.

         The obligations of each Guarantor under this Guaranty and the rights of
any Holder to enforce such obligations by any proceedings, whether by action at
law, suit in equity or otherwise, shall not be subject to any reduction,
limitation, impairment or termination, whether by reason of any claim of any
character whatsoever or otherwise and shall not be subject to any defense,
set-off, counterclaim (other than any compulsory counterclaim), recoupment or
termination whatsoever.

         (c)    The obligations of the Guarantors hereunder shall be binding upon
the Guarantors and their successors and assigns, and shall remain in full force
and effect irrespective of:

               (1)     the genuineness, validity, regularity or enforceability of
         the Notes, the Note Purchase Agreement, any Supplement or any other
         agreement or any of the terms of any thereof, the continuance of any
         obligation on the part of the Company or any other Person on or in
         respect of the Notes or under the Note Purchase Agreement, any
         Supplement or any other agreement or the power or authority or the lack
         of power or authority of the Company to issue the Notes or the Company
          to execute and deliver the Note Purchase Agreement, any Supplement or
         any other agreement or of any Guarantor to execute and deliver this
         Guaranty or to perform any of its obligations hereunder or the
         existence or continuance of the Company or any other Person as a legal
         entity; or

               (2)     any default, failure or delay, willful or otherwise, in
         the performance by the Company, any Guarantor or any other Person of
         any obligations of any kind or character whatsoever under the Notes,
         the Note Purchase Agreement, any Supplement, this Guaranty or any other
         agreement; or

               (3)     any creditors' rights, bankruptcy, receivership or other
         insolvency proceeding of the Company, any Guarantor or any other Person
         or in respect of the property of the Company, any Guarantor or any
         other Person or any merger, consolidation, reorganization, dissolution,
         liquidation, sale of all or substantially all of the assets of or
         winding up of the Company, any Guarantor or any other Person; or

               (4)     impossibility or illegality of performance on the part of
         the Company, any Guarantor or any other Person of its obligations under
         the Notes, the Note Purchase Agreement, any Supplement, this Guaranty
         or any other agreement; or

                                       -5-
<PAGE>

               (5)     in respect of the Company or any other Person, any change
         of circumstances, whether or not foreseen or foreseeable, whether or
         not imputable to the Company or any other Person, or other
         impossibility of performance through fire, explosion, accident, labor
         disturbance, floods, droughts, embargoes, wars (whether or not
         declared), civil commotion, acts of God or the public enemy, delays or
         failure of suppliers or carriers, inability to obtain materials, action
         of any federal or state regulatory body or agency, change of law or any
         other causes affecting performance, or any other force majeure, whether
         or not beyond the control of the Company or any other Person and
         whether or not of the kind hereinbefore specified; or

                (6)     any attachment, claim, demand, charge, Lien, order,
         process, encumbrance or any other happening or event or reason, similar
         or dissimilar to the foregoing, or any withholding or diminution at the
         source, by reason of any taxes, assessments, expenses, Debt,
         obligations or liabilities of any character, fore


 
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