EXHIBIT 10.80.1
AMENDMENT NO. 1 TO MASTER SECURITY AGREEMENT
THIS AMENDMENT NO. 1 TO MASTER SECURITY AGREEMENT is made as of the __day
of _________, 1999, by and between GENERAL ELECTRIC CAPITAL CORPORATION
("Secured Party") and TARRANT MEXICO, S DE X.X. DE C.V. ("Debtor").
The parties have heretofore entered into that certain Master Security
Agreement dated as of _____, 1999 (the "Agreement"), and desire to amend the
Agreement as hereinafter set forth. Capitalized terms used herein without
definition shall have the meaning given them in the Agreement.
NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows:
1. The Agreement is hereby amended as follows:
(a) The second paragraph of Section 1 of the Agreement is hereby
amended by deleting the reference to "Administration Trust
Agreement number F/172 dated August 26, 1999" therein and
inserting the following in lieu thereof:
"Irrevocable Guaranty Trust Agreement number F/172 dated August
26, 1999".
(b) The second paragraph of Section 1 of the Agreement is further
amended by deleting the last clause of the last sentence thereof
and replacing it with the following:
"shall govern the resolution of any dispute, other than one
arising under the Mexican or Spanish language loan
documentation".
2. Except as expressly set forth herein, the terms and conditions of the
Agreement remain unmodified and in full force and effect.
3. THIS AMENDMENT NO. 1 TO MASTER SECURITY AGREEMENT SHALL BE GOVERNED
BY, AND CONSTRUED IN ACCORDANCE WITH, THE INTERNAL LAWS OF THE STATE
OF NEW YORK (WITHOUT REGARD TO THE CONFLICT OF LAWS PRINCIPLES OF SUCH
STATE), INCLUDING ALL MATTERS OF CONSTRUCTION, VALIDITY AND
PERFORMANCE.
IN WITNESS WHEREOF, the parties have caused this Amendment No. 1 to Master
Security Agreement to be executed as of the date first above set forth.
GENERAL ELECTRIC CAPITAL CORPORATION
By: /s/ Xxxxxx X. Xxxxxxxxxx
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Name: Xxxxxx X. Xxxxxxxxxx
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Title: Sr. Risk Analyst
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TARRANT MEXICO, S DE X.X. DE C.V.
By: /s/ Xxxxxxx Xxxxx
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Name: Xxxxxxx Xxxxx
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Title: Director
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