Amendment to Continuing Guaranty

EXHIBIT 10.1

 

AMENDMENTTO CONTINUING GUARANTY

 

This Amendment is attached to and made a part ofthat certain Continuing Guaranty dated September 20, 2005 (the “Guaranty”)executed by Rush Enterprises, Inc. (the “Guarantor”) and guarantying theobligations of Rush Truck Centers ofAlabama, Inc.; Rush Truck Centers of Arizona, Inc.; Rush TruckCenters of California, Inc.; Rush Truck Centers of Colorado, Inc.;Rush Truck Centers of Florida, Inc.; Rush Truck Centers of New Mexico, Inc.;Rush Truck Centers of Oklahoma, Inc.; Rush Truck Centers of Tennessee, Inc.and Rush Truck Centers of Texas, LP to GeneralElectric Capital corporation (“GE Capital”).

 

For good and valuable consideration, the receipt ofwhich is hereby acknowledged, GE Capital and Guarantor agree that firstsentence of the Guaranty is hereby deleted and the following inserted in lieuthereof effective as of January 3, 2006:

 

“For Valuable Consideration, the receipt andsufficiency of which is hereby acknowledged, the undersigned, for themselves,their successors and assigns (“Guarantor”) jointly and severally and in solido,hereby unconditionally guarantee to General Electric CapitalCorporation and its successors, endorsees and assigns, (collectivelycalled “GE Capital”) that each of Rush Truck Centers of Alabama, Inc.; Rush Truck Centers of Arizona, Inc.;Rush Truck Centers of California, Inc.; Rush Truck Centers of Colorado, Inc.;Rush Truck Centers of Florida, Inc.; Rush Truck Centers of New Mexico, Inc.;Rush Truck Centers of Oklahoma, Inc.; Rush Truck Centers of Tennessee, Inc.and Rush Truck Centers of Texas, LP (individually and collectivelythe “Company”); shall promptly and fully pay all of its present and futureliabilities, obligations and indebtedness to GE Capital, matured or unmatured,which represent advances to the Company by GE Capital pursuant to that certainWholesale Security Agreement dated as of September 20, 2005, between GECapital and the Company (as now or hereafter amended), as well as all interestwhich accrues thereon and all reasonable costs of collection of the same in theevent of a default by the Company in the payment of such advances and/oraccrued interest (all of which liabilities, obligations and indebtedness areherein individually and collectively called the “Indebtedness” ), not to exceedthe total principal sum of Four Hundred and Fifty Million Dollars($450,000,000.00) in principal outstanding at any given point in time, plus allunpaid interest, which has or thereafter accrues thereon, plus all reasonable costsincurred by GE Capital in the enforcement of its rights and remedies or thecollection of such principal and accrued interest.”

 

Except as expressly modified hereby, the Guarantyshall remain in full force and effect.

 

Dated:

March 6, 2006

 

 

RUSH ENTERPRISES, INC.

 

By:

/s/ W.M. “Rusty” Rush

 

 

W.M. “Rusty” Rush

Title: President

 

GENERAL ELECTRIC CAPITAL CORPORATION

 

By:

 

/s/ Daniel Clark

 

 

 

Daniel Clark

Title:

General Manager