ASSIGNMENT OF CONTRACT
THIS ASSIGNMENT OF CONTRACT ("Assignment") is made as of June 8, 2001,
by and between ENRON INDUSTRIAL MARKETS LLC, a Delaware limited liability
company ("Enron") in favor of EBF LLC, a Delaware limited liability company
("Assignee"). Huntco Steel, Inc., a Delaware corporation ("HSI"), and
Huntco, Inc., a Missouri Corporation ("Huntco", and collectively with HSI,
the "Sellers") are executing the Assignment to acknowledge their consent to
the Assignment and their agreement to the terms set forth below.
RECITALS:
Enron is the Purchaser under that certain Asset Purchase Agreement
between Sellers and Enron dated as of April 30, 2001, as amended by that
certain First Amendment dated as of June 8, 2001(as amended, the
"Agreement").
Enron desires to assign its interest in the Agreement to Assignee and
Assignee desires to assume and perform the obligations of Assignor, as
Purchaser under the Agreement.
AGREEMENTS:
NOW, THEREFORE, in consideration of the mutual covenants contained
herein and for other good and valuable consideration, Enron and Assignee
agree as follows:
1. Enron does hereby assign, transfer, convey, relinquish and set over
unto Assignee all of its rights to the Agreement.
2. Assignee hereby assumes and agrees to perform the obligations of Enron,
as Purchaser under the Agreement.
3. Enron is hereby released from any obligations or liabilities arising
under or in connection with the Agreement accruing on or after the
Closing Date.
4. Sellers consent to the Assignment on the terms and conditions set forth
herein.
5. This Assignment shall be binding upon and inure to the benefit of the
respective heirs, executors, administrators, successors and assigns of
the parties hereto.
6. This Assignment shall be construed in accordance with the laws of the
State of Texas other than its principles governing conflicts of laws.
7. This instrument may be executed in counterparts, each of which shall be
deemed an original, but all of such counterparts shall together
constitute but one and the same instrument. Signature pages from one
counterpart may be detached from such counterpart and added to other
counterparts.
IN WITNESS WHEREOF, Enron and Assignee have executed this Assignment on
the day and year first written above.
ASSIGNOR:
ENRON INDUSTRIAL MARKETS, LLC.,
By:_____________________________________
Name:___________________________________
Title:__________________________________
ASSIGNEE:
EBF LLC
By: Long Lane Master Trust IV, not in
its individual capacity but solely as
Class A Member
By: Fleet National Bank, as Trust
Administrator
By:__________________________
Name:________________________
Title:_______________________
HUNTCO STEEL, INC.
By:_________________________
Xxxxxx X. Xxxxxxxxx
President
HUNTCO INC.
By:_________________________
Xxxxxx X. Xxxxxxxxx
President & CEO
