EXHIBIT 10.23
TERMINATION OF
ASSIGNMENT OF INSURANCES
THIS AGREEMENT dated as of November 29, 1995, among
Reading & Xxxxx (A) Pty. Ltd., a corporation organized and
existing under the laws of the State of Western Australia
("Assignor") and Bank One, Texas, N.A., a national banking
association, as Trustee (the "Assignee").
W I T N E S S E T H:
WHEREAS, pursuant to that Amended and Restated Credit
Facility Agreement dated April 27, 1995 (the "Restated Credit
Agreement") among the Borrowers (as defined therein)
(including Assignor) and Internationale Nederlanden Bank, N.V.
(the "Lender") the Lender agreed to provide funding to the
Borrowers in the aggregate principal amount of up to
$65,000,000; and
WHEREAS, the Assignor, as security for its obligations
under the Restated Credit Agreement, entered into that
Assignment of Insurances dated April 27, 1995 (as amended,
from time to time, the "Assignment");
WHEREAS, the Borrowers and the Lender have agreed to
terminate the Restated Credit Agreement and for Lender to
release all collateral given in security for the obligations
of the Borrowers, including this Assignment, as follows.
NOW THEREFORE, in consideration of the above recitals and
for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the Assignee,
upon instructions of the Lender, agrees to terminate and
release the Assignment, effective as of the date hereof, as
follows.
1. The Assignment is terminated, effective as of the
date hereof, and the Assignor is released from any
and all obligations thereunder.
2. The Trustee agrees to execute and deliver to the
Assignor any and all UCC-3 Termination Statements
for filing in all relevant jurisdictions.
All capitalized terms used herein but not defined herein
shall have the meanings given to them in the Assignment.
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK AND
MAY NOT BE AMENDED OR CHANGED EXCEPT BY AN INSTRUMENT IN
WRITING.
IN WITNESS WHEREOF, the parties hereto have duly executed
this Termination Agreement on the date first written above.
READING & XXXXX (A) PTY. LTD.
By:
Name:
Title:
BANK ONE, TEXAS, N.A., as Trustee
By:
Name:
Title:
