Exhibit 10.5

 

AMENDMENT TO CONTRACT FOR THE

DELIVERY AND SALE OF RAW SUGAR

 

THIS AMENDMENT TO CONTRACT FOR THE DELIVERY AND SALE OF RAW SUGAR (the “Amendment”) is made and entered into effective as of December 6, 2011, by and between HAWAIIAN SUGAR & TRANSPORTATION COOPERATIVE, an agricultural association organized under the laws of the State of Hawaii (“Seller”), and C & H SUGAR COMPANY, INC., a Delaware corporation (“Buyer”).

 

WHEREAS, Buyer and Seller entered into a Contract for the Delivery and Sale of Raw Sugar, dated as of October 7, 2009 (the “Contract”); and

 

WHEREAS, Buyer and Seller desire to make certain modifications to the Contract.

 

NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements contained herein, Buyer and Seller do hereby agree to the following amendments to the Contract:

 

	
1.   Section 3.1. Term
    	
 
    	
The Contract term   is extended to include crop year 2013.
    
	
 
    	
 
    	
 
    
	
2.   Section 4.1. Quantity
    	
 
    	
The   Contract shall additionally cover Seller’s crop year 2013.
    
	
 
    	
 
    	
 
    
	
3. Section 8.2.   Shipment
    	
 
    	
The shipment   schedule of the crop year 2013 Benchmark Quantity shall be in accordance with   Exhibit D, which is attached hereto and incorporated into this   Amendment.
    
	
 
    	
 
    	
 
    
	
4.   Section 9.3. Pricing
    	
 
    	
The pricing of the   crop year 2013 Benchmark Quantity shall be in accordance with Exhibit D,   which is attached hereto and incorporated into this Amendment.
    


 

Except as herein stated, the Agreement shall remain in full force and effect as originally stated and is hereby ratified and confirmed.  This Amendment may be executed in multiple counterparts, all of which shall constitute a single agreement, and the signature and acknowledgement pages may be removed from any counterpart and appended to any other counterpart.

 











 

IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed by each of their respective authorized representatives effective as of the date first above written.

 

 

	
Seller:
    	
 
    	
Buyer:
    
	
 
    	
 
    	
 
    
	
HAWAIIAN   SUGAR & TRANSPORTATION COOPERATIVE
    	
 
    	
C&H   SUGAR COMPANY, INC.
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
By
    	
/s/ Christopher J. Benjamin 
    	
 
    	
By 
    	
/s/ M. Olson
    
	
 
    	
Christopher J. Benjamin
    	
 
    	
 
    	
M. Olson
    
	
 
    	
Its Chairman and President
    	
 
    	
 
    	
Its VP — Commodity Purchasing
    


 

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EXHIBIT D

 

2013 Crop Year — Benchmark Quantity

 

Shipment and Pricing Schedule

 

1.              Shipment

 

1.1       34,000 st — May 2013 Shipment

1.2       34,000 st — July 2013 Shipment

1.3       34,000 st — September 2013 Shipment

 

2.              Pricing

 

2.1       For Shipment 1.1 above — the average of

2.1.1                     202 lots of May 2013 No16 at 34.50 c/lb by mutual agreement less 0.45 c/lb

2.1.2                     271 lots of Seller’s Executable Orders vs May 2013 No16 less 0.45c/lb

2.1.3                     67 lots of Seller’s Puts vs May 2013 No16 less 0.45c/lb

2.1.4                     67 lots of Buyer’s Calls vs May 2013 No16 less 0.45c/lb

 

2.2       For Shipment 1.2 above — the average of

2.2.1                     202 lots of July 2013 No16 at 34.50 c/lb by mutual agreement less 0.45 c/lb

2.2.2                     271 lots of Seller’s Executable Orders vs July 2013 No16 less 0.45c/lb

2.2.3                     67 lots of Seller’s Puts vs July 2013 No16 less 0.45c/lb

2.2.4                     67 lots of Buyer’s Calls vs July 2013 No16 less 0.45c/lb

 

2.3       For Shipment 1.3 above — the average of

2.3.1                     202 lots of September 2013 No16 at 34.50 c/lb by mutual agreement less 0.45 c/lb

2.3.2                     271 lots of Seller’s Executable Orders vs September 2013 No16 less 0.45c/lb

2.3.3                     67 lots of Seller’s Puts vs September 2013 No16 less 0.45c/lb

2.3.4                     67 lots of Buyer’s Calls vs September 2013 No16 less 0.45c/lb

 

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