0001545654-13-000067 Sample Contracts

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • December 20th, 2013 • Alexander & Baldwin, Inc. • Real estate • New York

THIS FIRST AMENDMENT TO CREDIT AGREEMENT dated as of December 18, 2013 (this “Agreement”) is entered into by and among ALEXANDER & BALDWIN, LLC, a Hawaii limited liability company (the “Company”), GRACE PACIFIC LLC, a Hawaii limited liability company (“Grace” and together with the Company, the “Borrowers”), ALEXANDER & BALDWIN, INC., a Hawaii corporation (“Holdings”), A&B II, LLC, a Hawaii limited liability company (“Grace Holdings”; together with the Borrowers and Holdings, collectively, the “Loan Parties”), the Lenders party hereto, BANK OF AMERICA, N.A., as Agent (in such capacity, the “Agent”), Swing Line Lender and L/C Issuer and FIRST HAWAIIAN BANK, as L/C Issuer. All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).

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Prudential Investment Management, Inc. and the Noteholders signatory hereto c/o Prudential Capital Group
Amended and Restated Note Purchase and Private Shelf Agreement • December 20th, 2013 • Alexander & Baldwin, Inc. • Real estate • New York

Reference is made to that certain Amended and Restated Note Purchase and Private Shelf Agreement, dated as of June 4, 2012 (as amended or otherwise modified from time to time, the “Agreement”), by and among Alexander & Baldwin, LLC, a Hawaii limited liability company (the “Company”), Alexander & Baldwin, Inc., a Hawaii corporation (“Holdings”), and the other Guarantors from time to time party thereto, Prudential and each Prudential Affiliate (as defined therein) that is or may become bound by certain provisions thereof. Capitalized terms used and not otherwise defined herein shall have the meanings provided in the Agreement.

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