Exhibit 3.29
AMENDMENT NO. 1
TO
AGREEMENT OF LIMITED PARTNERSHIP
OF
TXI STAR RECYCLING LP
(Previously named Star 2000 LP)
THIS AMENDMENT NO. 1 TO AGREEMENT OF PARTNERSHIP OF TXI STAR RECYCLING LP (the “Amendment”), effective the 5th day of July, 2005 by and between CHAPARRAL STEEL TEXAS, LLC, a Delaware limited liability company (the “General Partner”) and CHAPARRAL STEEL TRUST, a Delaware business trust (the “Limited Partner”).
RECITALS:
WHEREAS, the General Partner and the Limited Partner entered into that certain Agreement of Limited Partnership of TXI STAR 2000 LP (now known as TXI STAR RECYCLING LP) dated October 15, 1996, (together with all amendments, additions and modifications thereto, the “Partnership Agreement”), whereby the General Partner and the Limited Partner agreed to form and operate a Delaware limited partnership named TXI STAR 2000 (now known as TXI STAR RECYCLING LP) (the “Partnership”) in accordance with the terms set forth in the Partnership Agreement; and
WHEREAS, the General Partner and the Limited Partner desire to amend certain provisions of the aforementioned Partnership Agreement regarding the operation of the Partnership and their interests in the Partnership.
WITNESSETH:
NOW THEREFORE, premises considered and in consideration of the mutual promises and covenants of the parties hereto, the sufficiency of which is hereby mutually acknowledged, the parties agree as follows:
| 1. | Capitalized terms. Unless otherwise defined in this Amendment, capitalized terms herein shall have the meaning set forth in the Partnership Agreement. |
| 2. | Section 7.2.1 of the Partnership Agreement is hereby amended and Section 7.2.3 is hereby added to permit a Partner to sell, transfer, pledge or encumber all or a portion of its Partnership Interest for the purpose of obtaining or maintaining credit or other financing for the benefit, in whole or in part, of the Partnership. |
Therefore, Sections 7.2.1 and 7.2.3 of said Partnership Agreement, as amended or added, shall provide, in their entirety as follows:
| “7.2.1 | Except as set forth in Section 7.2.2 or 7.2.3, no Partner shall sell, assign, pledge, mortgage, or otherwise dispose of or Transfer, in whole or in part, its Partnership interest or its share of the Partnership’s capital, assets or property or enter into any agreement, the result of which would be for |
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another Person to become directly or indirectly interested in the Partnership.” |
| 7.2.2 | [Remains Unchanged]. |
| “7.2.3 | Upon the written consent of all Partners, any Partner may sell, assign, pledge, mortgage, or otherwise dispose of or Transfer, in whole or in part, its Partnership Interest or its share in the Partnership’s capital, assets or property.” |
| 3. | Except as amended hereby, all terms and conditions of the Partnership Agreement shall remain the same, unchanged and in effect. |
IN WITNESS WHEREOF, this Amendment No. 1 to Agreement of Partnership of TXI STAR RECYCLING LP is executed effective the 5th day of July, 2005.
| GENERAL PARTNER | ||||
CHAPARRAL STEEL TEXAS, INC. | ||||
By: | /s/ Kenneth R. Allen | |||
Kenneth R. Allen | ||||
Vice President and Treasurer | ||||
| LIMITED PARTNER | ||||
CHAPARRAL STEEL TRUST | ||||
By: | /s/ Richard M. Fowler | |||
Richard M. Fowler | ||||
Managing Trustee | ||||
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