Exhibit 10.2
AMENDMENT NUMBER ONE
to the
GUARANTY, dated as of December 30, 2003,
made by FLEETWOOD ENTERPRISES, INC. in favor of
GREENWICH CAPITAL FINANCIAL PRODUCTS, INC., as party to the
Master Loan and Security Agreement, dated as of December 30, 2003,
between HOMEONE FUNDING I and
GREENWICH CAPITAL FINANCIAL PRODUCTS, INC.
This AMENDMENT NUMBER ONE is made this 15th day of March, 2005,
by FLEETWOOD ENTERPRISES, INC., having an address at 0000 Xxxx 00xx
Xxxxxx, Xxxxxxx, Xxxxx 00000 (the "Guarantor"), to the GUARANTY, dated
as of December 30, 2003 (the "Guaranty") in favor of GREENWICH CAPITAL
FINANCIAL PRODUCTS, INC., having an address at 000 Xxxxxxxxx Xxxx,
Xxxxxxxxx, Xxxxxxxxxxx 00000 (the "Lender"), as party to the MASTER
LOAN AND SECURITY AGREEMENT, dated as of December 30, 2003, as amended
(the "Master Loan and Security Agreement"), between HOMEONE FUNDING I
(the "Borrower") and Lender.
RECITALS
WHEREAS, the Guarantor executed and delivered the Guaranty to the
Lender pursuant to the Master Loan and Security Agreement;
NOW THEREFORE, for good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, and for the mutual
covenants herein contained, the parties hereto hereby agree as follows:
SECTION 1. Effective as of March 15, 2005, Section 3(b)(i) of
the Guaranty is hereby amended by deleting such section in its entirety
and replacing it with the following:
(i) Maintenance of Tangible Net Worth. The Tangible Net Worth of the
Guarantor, on a consolidated basis and on any given day, shall be
equal to or greater than the sum of (i) $110,000,000 plus (ii) an
amount equal to 50% of the aggregate positive quarterly Net
Income (without deduction for quarterly losses) commencing with
Net Income for the quarter ending in October, 2003;
SECTION 2. Defined Terms. Any terms capitalized but not
otherwise defined herein shall have the respective meanings set forth
in the Guaranty.
SECTION 3. Limited Effect. Except as amended hereby, the
Guaranty shall continue in full force and effect in accordance with its
terms. Reference to this Amendment need not be made in the Guaranty or
any other instrument or document executed in connection therewith, or
in any certificate, letter or communication issued or made pursuant to,
or with respect to, the Guaranty, any reference in any of such items to
the Guaranty being sufficient to refer to the Guaranty as amended
hereby.
SECTION 4. Representations. The Guarantor hereby represents to
the Lender that as of the date hereof, the Guarantor is in full
compliance with all of the terms and conditions of the Guaranty and no
Default or Event of Default has occurred and is continuing under the
Guaranty.
SECTION 5. Governing Law. This Amendment Number One shall be
construed in accordance with the laws of the State of New York and the
obligations, rights, and remedies of the parties hereunder shall be
determined in accordance with such laws without regard to conflict of
laws doctrine applied in such state (other than Section 5-1401 or 5-
1402 of the New York General Obligations Law).
SECTION 6. Counterparts. This Amendment Number One may be
executed by each of the parties hereto on any number of separate
counterparts, each of which shall be an original and all of which taken
together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the Guarantor and the Lender have caused this
Amendment Number One to be executed and delivered by their duly
authorized officers as of the day and year first above written.
FLEETWOOD ENTERPRISES, INC.
(Guarantor)
By: /s/ Xxxx X. Xxxxxxx
Name: Xxxx X. Xxxxxxx
Title: EVP, CFO
GREENWICH CAPITAL FINANCIAL
PRODUCTS, INC.
(Lender)
By: /s/ Xxx Xxxxxxxxx
Name: Xxx Xxxxxxxxx
Title: Vice President
