Consent to Representation. The Company and the Underwriters acknowledge that Vxxxxx & Exxxxx L.L.P., which is acting as counsel to the Underwriters in connection with the offer and sale of the Securities, also acts as counsel from time to time to the Company and certain of its affiliates in connection with unrelated matters. The Company and the Underwriters consent to Vxxxxx & Exxxxx L.L.P. so acting as counsel to the Underwriters. If the foregoing is in accordance with your understanding of our agreement, please sign and return to us the enclosed duplicate hereof, whereupon this letter and your acceptance shall represent a binding agreement among the Company, Holdings and the several Underwriters. Very truly yours, WASTE MANAGEMENT, INC. By: /s/ Cxxxxx X. Xxxx Name: Cxxxxx X. Xxxx Title: Vice President & Treasurer WASTE MANAGEMENT HOLDINGS, INC. By: /s/ Axxxxx X. Xxxx Name: Axxxxx X. Xxxx Title: Assistant Secretary The foregoing Agreement is hereby confirmed and accepted as of the date specified in Schedule I hereto. BARCLAYS CAPITAL INC. DEUTSCHE BANK SECURITIES INC. J.X. XXXXXX SECURITIES INC. BY: BARCLAYS CAPITAL INC. By /s/ Sxxxxxx Xxxxxxxxx Name: Sxxxxxx Xxxxxxxxx Title: Managing Director BY: DEUTSCHE BANK SECURITIES INC. By /s/ Rxxxxxx Xxxxx Xxxxxxx By /s/ Mxxxxxx X. Xxxxxxxx Name: Sxxxx Xxxxxxx Title: Managing Director Name: Mxxxxxx X. Xxxxxxxx Title: Director/Debt Syndicate BY: J.X. XXXXXX SECURITIES INC. By /s/ Cxxx Xxxxxxx Name: Cxxx Xxxxxxx Title: Vice President For themselves and the other several Underwriters, if any, named in Schedule II to the foregoing Agreement. SCHEDULE I Underwriting Agreement dated: March 2, 2004 Registration Statement No.: 333-97697 Representative(s): Barclays Capital Inc. Deutsche Bank Securities Inc. J.X. Xxxxxx Securities Inc. Title, Purchase Price and Description of Securities: Title: 5.00% Senior Notes Due 2014 Principal amount: $350,000,000 Purchase price (include accrued interest or amortization, if any, from March 5, 2004): 98.974% Sinking fund provisions: None Redemption provisions: Make Whole Call + 15 bp Other provisions: As provided in the Indenture Closing Date, Time and Location: March 5, 2004 at 9:00 a.m. CST at the offices of Bxxxx Bxxxx L.L.P., One Shell Plaza, 900 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000 Type of Offering: Non-delayed Date referred to in Section 5(f) after which the Company may offer or sell debt securities issued or guaranteed by the Company without the consent of the Representative(s): April 2, 2004 Modification of items to be covered by the letter from Ernst & Young LLP delivered pursuant to Section 6(f) at the Execution Time: None SCHEDULE II Principal Amount of Securities Underwriters to be Purchased Barclays Capital Inc. $ 93,333,000 Deutsche Bank Securities Inc. $ 93,333,000 J.X. Xxxxxx Securities Inc. $ 93,333,000 ABN AMRO Incorporated $ 11,667,000 BNP Paribas Securities Corp. $ 11,667,000 PNC Capital Markets, Inc. $ 11,667,000 Scotia Capital (USA) Inc. $ 11,667,000 SunTrust Capital Markets, Inc. $ 11,667,000 Wachovia Capital Markets, LLC. $ 11,666,000 TOTAL $ 350,000,000
Appears in 1 contract
Samples: Waste Management Inc
Consent to Representation. The Company and the Underwriters acknowledge that Vxxxxx & Exxxxx L.L.P., which is acting as counsel to the Underwriters in connection with the offer and sale of the Securities, also acts as counsel from time to time to the Company and certain of its affiliates in connection with unrelated matters. The Company and the Underwriters consent to Vxxxxx & Exxxxx L.L.P. so acting as counsel to the Underwriters. If the foregoing is in accordance with your understanding of our agreement, please sign and return to us the enclosed duplicate hereof, whereupon this letter and your acceptance shall represent a binding agreement among the Company, Holdings and the several Underwriters. Very truly yours, WASTE MANAGEMENT, INC. By: By /s/ Cxxxxx X. Xxxx Name: Cxxxxx X. Xxxx Title: Vice President & Treasurer WASTE MANAGEMENT HOLDINGS, INC. By: By /s/ Axxxxx X. Xxxx Name: Axxxxx X. Xxxx Title: Assistant Secretary The foregoing Agreement is hereby confirmed and accepted as of the date specified in Schedule I heretofirst set forth above. BARCLAYS CAPITAL INC. DEUTSCHE BANK BANC OF AMERICA SECURITIES INC. LLC J.X. XXXXXX SECURITIES INC. GREENWICH CAPITAL MARKETS, INC. BY: BARCLAYS CAPITAL INC. BANC OF AMERICA SECURITIES LLC By /s/ Sxxxxxx Xxxxxxxxx Jxxxxx X. Xxxxxxx Name: Sxxxxxx Xxxxxxxxx Title: Managing Director BY: DEUTSCHE BANK SECURITIES INC. By /s/ Rxxxxxx Xxxxx Xxxxxxx By /s/ Mxxxxxx Jxxxxx X. Xxxxxxxx Name: Sxxxx Xxxxxxx Title: Managing Director Name: Mxxxxxx X. Xxxxxxxx Title: Director/Debt Syndicate Vice President BY: J.X. XXXXXX SECURITIES INC. By /s/ Cxxx Xxxxxxx Rxxxxx Xxxxxxxxx Name: Cxxx Xxxxxxx Rxxxxx Xxxxxxxxx Title: Vice President BY: GREENWICH CAPITAL MARKETS, INC. By /s/ Txxxxx Xxxxxxx Name: Txxxxx Xxxxxxx Title: Managing Director For themselves and the other several Underwriters, if any, named in Schedule II to the foregoing Agreement. Signature Page to Underwriting Agreement SCHEDULE I Underwriting Agreement dated: Filed Pursuant to Rule 433 Issuer Free Writing Prospectus dated March 23, 2004 2008 Relating to Preliminary Prospectus Supplement dated March 3, 2008 to Prospectus dated September 22, 2006 Registration Statement No.: . 333-97697 Representative(s): Barclays Capital Inc. Deutsche Bank Securities Inc. J.X. Xxxxxx Securities Inc. Title, Purchase Price and Description of Securities: Title: 5.00137526 Final Pricing Term Sheet 6.10% Senior Notes Due 2014 Principal amount2018 Issuer: Waste Management, Inc. Guarantor: Waste Management Holdings, Inc. Size: $350,000,000 Purchase price (include accrued interest or amortization, if any, from March 5, 2004): 98.974% Sinking fund provisions: None Redemption provisions: Make Whole Call + 15 bp Other provisions: As provided in the Indenture Closing Date, Time and Location600,000,000 Maturity: March 515, 2004 at 9:00 a.m. CST 2018 Coupon: 6.10% Price: 99.598% of face amount Yield to maturity: 6.154% Spread to Benchmark Treasury: 2.60% Benchmark Treasury: 3.50% 2/15/2018 Benchmark Treasury Price and Yield: 99-17+ 3.554% Interest Payment Dates: Semi-annually on March 15th and September 15th, commencing September 15, 2008 Redemption Provisions: Optional Redemption: At any time for an amount equal to the greater of (1) 100% of the principal amount of the notes redeemed and repaid, or (2) the sum of the present values of the remaining scheduled payments of principal and interest on the notes discounted to the redemption date at the offices of Bxxxx Bxxxx L.L.P., One Shell Plaza, 900 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000 Type of Offering: Non-delayed Date referred to in Section 5(f) after which the Company may offer or sell debt securities issued or guaranteed by the Company without the consent of the Representative(s): April 2, 2004 Modification of items to be covered by the letter from Ernst & Young LLP delivered pursuant to Section 6(f) at the Execution Time: None SCHEDULE II Principal Amount of Securities Underwriters to be Purchased Barclays Capital Inc. $ 93,333,000 Deutsche Bank Securities Inc. $ 93,333,000 J.X. Xxxxxx Securities Inc. $ 93,333,000 ABN AMRO Incorporated $ 11,667,000 BNP Paribas Securities Corp. $ 11,667,000 PNC Capital Markets, Inc. $ 11,667,000 Scotia Capital (USA) Inc. $ 11,667,000 SunTrust Capital Markets, Inc. $ 11,667,000 Wachovia Capital Markets, LLC. $ 11,666,000 TOTAL $ 350,000,000applicable Treasury Yield plus 40 basis points.
Appears in 1 contract
Samples: Waste Management Inc
Consent to Representation. The Company and the Underwriters acknowledge that Vxxxxx Xxxxxx & Exxxxx Xxxxxx L.L.P., which is acting as counsel to the Underwriters in connection with the offer and sale of the Securities, also acts as counsel from time to time to the Company and certain of its affiliates in connection with unrelated matters. The Company and the Underwriters consent to Vxxxxx Xxxxxx & Exxxxx Xxxxxx L.L.P. so acting as counsel to the Underwriters. If the foregoing is in accordance with your understanding of our agreement, please sign and return to us the enclosed duplicate hereof, whereupon this letter and your acceptance shall represent a binding agreement among the Company, Holdings and the several Underwriters. Very truly yours, WASTE MANAGEMENT, INC. By: /s/ Cxxxxx Xxxxxx X. Xxxx Name: Cxxxxx Xxxxxx X. Xxxx Title: Vice President President-Finance & Treasurer WASTE MANAGEMENT HOLDINGS, INC. By: /s/ Axxxxx Xxxxxx X. Xxxx Name: Axxxxx Xxxxxx X. Xxxx Title: Assistant Secretary The foregoing Agreement is hereby confirmed and accepted as of the date specified in Schedule I heretofirst set forth above. BARCLAYS CAPITAL INC. DEUTSCHE BANK SECURITIES INC. J.X. X.X. XXXXXX SECURITIES INC. XXXXX FARGO SECURITIES, LLC BNP PARIBAS SECURITIES CORP. SCOTIA CAPITAL (USA) INC. BY: BARCLAYS CAPITAL X.X. XXXXXX SECURITIES INC. By /s/ Sxxxxxx Xxxxxxxxx By: Name: Sxxxxxx /s/ Xxxxxx Xxxxxxxxx Xxxxxx Xxxxxxxxx Title: Vice President BY: XXXXX FARGO SECURITIES, LLC By: Name: /s/ Xxxxxxx X. Xxxxxx Xxxxxxx X. Xxxxxx Title: Vice President BY: BNP PARIBAS SECURITIES CORP. By: Name: /s/ Xxx XxXxxx Xxx XxXxxx Title: Managing Director BY: DEUTSCHE BANK SECURITIES SCOTIA CAPITAL (USA) INC. By /s/ Rxxxxxx Xxxxx Xxxxxxx By /s/ Mxxxxxx X. Xxxxxxxx By: Name: Sxxxx Xxxxxxx /s/ Xxxx XxXxxxx Xxxx XxXxxxx Title: Managing Director Name: Mxxxxxx X. Xxxxxxxx Title: Director/Debt Syndicate BY: J.X. XXXXXX SECURITIES INC. By /s/ Cxxx Xxxxxxx Name: Cxxx Xxxxxxx Title: Vice President For themselves and the other several Underwriters, if any, named in Schedule II to the foregoing Agreement. Signature Page to Underwriting Agreement (II) SCHEDULE I Underwriting Agreement dated: March 2Filed Pursuant to Rule 433 Issuer Free Writing Prospectus dated November 12, 2004 2009 relating to the Preliminary Prospectus Supplement dated November 12, 2009 to Prospectus dated September 22, 2009 Registration Statement No.: . 333-97697 Representative(s): Barclays Capital Inc. Deutsche Bank Securities Inc. J.X. Xxxxxx Securities Inc. Title, Purchase Price and Description of Securities: Title: 5.00162059 Final Pricing Term Sheet 6.125% Senior Notes Due 2014 Principal amountdue 2039 Issuer: Waste Management, Inc. Guarantor: Waste Management Holdings, Inc. Size: $350,000,000 Purchase price (include accrued interest or amortization600,000,000 Maturity: November 30, if any2039 Coupon: 6.125 % Price to Public: 99.466 % of face amount Underwriting Discount: 0.875 % Yield to maturity: 6.164 % Spread to Benchmark Treasury: 1.750 % Benchmark Treasury: 4.250 % due 05/15/2039 Benchmark Treasury Price and Yield: 97-10 + 4.414% Interest Payment Dates: Semi-annually on November 30 and May 30, from March 5commencing May 30, 2004): 98.974% Sinking fund provisions: None 2010. Redemption provisions: Make Whole Call + 15 bp Other provisions: As provided in the Indenture Closing Date, Time and Location: March 5, 2004 at 9:00 a.m. CST at the offices of Bxxxx Bxxxx L.L.P., One Shell Plaza, 900 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000 Type of Offering: Non-delayed Date referred to in Section 5(f) after which the Company may offer or sell debt securities issued or guaranteed by the Company without the consent of the Representative(s): April 2, 2004 Modification of items to be covered by the letter from Ernst & Young LLP delivered pursuant to Section 6(f) at the Execution Time: None SCHEDULE II Principal Amount of Securities Underwriters to be Purchased Barclays Capital Inc. $ 93,333,000 Deutsche Bank Securities Inc. $ 93,333,000 J.X. Xxxxxx Securities Inc. $ 93,333,000 ABN AMRO Incorporated $ 11,667,000 BNP Paribas Securities Corp. $ 11,667,000 PNC Capital Markets, Inc. $ 11,667,000 Scotia Capital (USA) Inc. $ 11,667,000 SunTrust Capital Markets, Inc. $ 11,667,000 Wachovia Capital Markets, LLC. $ 11,666,000 TOTAL $ 350,000,000Provisions:
Appears in 1 contract
Samples: Waste Management Inc
Consent to Representation. The Company and the Underwriters acknowledge that Vxxxxx Vinson & Exxxxx Elkins L.L.P., which is acting as counsel to the Underwriters in connection Underwritexx xx conxxxxxxn with the offer and sale of the Securities, also acts as counsel from time to time to the Company and certain of its affiliates in connection with unrelated matters. The Company and the Underwriters consent to Vxxxxx Vinson & Exxxxx Elkins L.L.P. so acting as counsel to the Underwriters. If the foregoing is in accordance with your understanding of our agreement, please sign and return to us the enclosed duplicate hereof, whereupon this letter and your acceptance shall represent a binding agreement among the Company, Holdings Company and the several Underwriters. Very truly yours, WASTE MANAGEMENTPRIDE INTERNATIONAL, INC. By: By /s/ Cxxxxx X. Xxxx Steven Oldham ----------------------------------- Name: Cxxxxx X. Xxxx Steven Oldham Title: Vice President & Treasurer WASTE MANAGEMENT HOLDINGS, INC. By: /s/ Axxxxx X. Xxxx Name: Axxxxx X. Xxxx Title: Assistant Secretary Pxxxxxxxx The foregoing Agreement is hereby confirmed and accepted as of the date specified in Schedule I hereto. BARCLAYS CAPITAL LEHMAN BROTHERS INC. DEUTSCHE BANK SECURITIES INC. J.X. XXXXXX SECURITIES INC. BYBy: BARCLAYS CAPITAL INC. By /s/ Sxxxxxx Xxxxxxxxx James E. Saxton, Jr. ------------------------------------- Name: Sxxxxxx Xxxxxxxxx Xxxxx X. Xxxxxx, Xr. Title: Managing Director BY: DEUTSCHE BANK SECURITIES INC. By /s/ Rxxxxxx Xxxxx Xxxxxxx By /s/ Mxxxxxx X. Xxxxxxxx Name: Sxxxx Xxxxxxx Title: Managing Director Name: Mxxxxxx X. Xxxxxxxx Title: Director/Debt Syndicate BY: J.X. XXXXXX SECURITIES INC. By /s/ Cxxx Xxxxxxx Name: Cxxx Xxxxxxx Title: Vice President For themselves and the other several Underwritersthx xxxxx xxxxxxx Xxxxrwriters, if any, named in Schedule II to the foregoing Agreement. Schedule I-1 SCHEDULE I Underwriting Agreement dated: March 2dated May 18, 2004 2005 Registration Statement No.: . 333-97697 118106 Representative(s): Barclays Capital Lehman Brothers Inc. Deutsche Bank Securities Inc. J.X. Xxxxxx Securities Inc. Title, Purchase Price and Description of Securities and Purchase Price: Securities: Title: 5.00% Senior Notes Due 2014 Principal amountCommon Stock, par value $0.01 per share Purchase price: $350,000,000 Purchase price (include accrued interest or amortization, if any, from March 5, 2004): 98.974% Sinking fund provisions: None Redemption provisions: Make Whole Call + 15 bp Other provisions: As provided in the Indenture 20.68 per share Closing Date, Time and Location: March 5May 24, 2004 2005 at 9:00 10:00 a.m. CST at the offices of Bxxxx Bxxxx Baker Botts L.L.P., One Shell Plaza910 Louisiana, 900 Xxxxxxxxx XxxxxxHouston, Xxxxxxx, Xxxxx 00000 Type of Offering: Non-delayed Date referred to in Section 5(f) after which the Company may offer or sell debt securities issued or guaranteed by the Company without the consent of the Representative(s): April 2, 2004 Modification of items Texas 77002 Modificatiox xx ixxxx to be covered by the letter from Ernst & Young covxxxx xx xxx xxxxxx xxxx XxxxxxxxxxxouseCoopers LLP delivered pursuant to Section 6(f6(e) at the Execution Time: None Schedule II-1 SCHEDULE II Principal Amount of Securities Underwriters to be Purchased Barclays Capital UNDERWRITERS SHARES OF COMMON STOCK ------------------------- ---------------------- Lehman Brothers Inc. $ 93,333,000 Deutsche Bank Securities Inc. $ 93,333,000 J.X. Xxxxxx Securities Inc. $ 93,333,000 ABN AMRO Incorporated $ 11,667,000 BNP Paribas Securities Corp. $ 11,667,000 PNC Capital Markets, Inc. $ 11,667,000 Scotia Capital (USA) Inc. $ 11,667,000 SunTrust Capital Markets, Inc. $ 11,667,000 Wachovia Capital Markets, LLC. $ 11,666,000 TOTAL $ 350,000,0005,976,251 ------------ 5,976,251 ============ Schedule II-1 SCHEDULE III Significant Subsidiaries
Appears in 1 contract
Samples: Pride International Inc
Consent to Representation. The Company and the Underwriters acknowledge that Vxxxxx Xxxxxx & Exxxxx Xxxxxx L.L.P., which is acting as counsel to the Underwriters in connection with the offer and sale of the Securities, also acts as counsel from time to time to the Company and certain of its affiliates in connection with unrelated matters. The Company and the Underwriters consent to Vxxxxx Xxxxxx & Exxxxx Xxxxxx L.L.P. so acting as counsel to the Underwriters. If the foregoing is in accordance with your understanding of our agreement, please sign and return to us the enclosed duplicate hereof, whereupon this letter and your acceptance shall represent a binding agreement among the Company, Holdings and the several Underwriters. Very truly yours, WASTE MANAGEMENT, INC. By: By /s/ Cxxxxx Xxxxxx X. Xxxx Name: Cxxxxx Xxxxxx X. Xxxx Title: Vice President President-Finance & Treasurer WASTE MANAGEMENT HOLDINGS, INC. By: By /s/ Axxxxx Xxxxxx X. Xxxx Name: Axxxxx Xxxxxx X. Xxxx Title: Assistant Secretary The foregoing Agreement is hereby confirmed and accepted as of the date specified in Schedule I heretofirst set forth above. BARCLAYS CAPITAL INC. CREDIT SUISSE SECURITIES (USA) LLC DEUTSCHE BANK SECURITIES INC. J.X. XXXXXX SECURITIES GREENWICH CAPITAL MARKETS, INC. BY: BARCLAYS CAPITAL INC. By By: /s/ Sxxxxxx Xxxxxxxxx Xxxxxx Xxxxxxx Name: Sxxxxxx Xxxxxxxxx Xxxxxx Xxxxxxx Title: Managing Director BY: CREDIT SUISSE SECURITIES (USA) LLC By: /s/ Signature Illegible Name: Signature Illegible Title: Director BY: DEUTSCHE BANK SECURITIES INC. By By: /s/ Rxxxxxx Signature Illegible Name: Signature Illegible Title: Director By: /s/ F. Xxxxx Xxxxxxx By /s/ Mxxxxxx X. Xxxxxxxx Name: Sxxxx F. Xxxxx Xxxxxxx Title: Managing Director/Debt Capital Markets BY: GREENWICH CAPITAL MARKETS, INC. By: /s/. Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: Managing Director Name: Mxxxxxx X. Xxxxxxxx Title: Director/Debt Syndicate BY: J.X. XXXXXX SECURITIES INC. By /s/ Cxxx Xxxxxxx Name: Cxxx Xxxxxxx Title: Vice President For themselves and the other several Underwriters, if any, named in Schedule II to the foregoing Agreement. Signature Page to Underwriting Agreement (I) SCHEDULE I Underwriting Agreement dated: March 2Filed Pursuant to Rule 433 Issuer Free Writing Prospectus dated February 23, 2004 2009 Relating to Preliminary Prospectus Supplement dated February 23, 2009 to Prospectus dated September 22, 2006 Registration Statement No.: . 333-97697 Representative(s): Barclays Capital Inc. Deutsche Bank Securities Inc. J.X. Xxxxxx Securities Inc. Title, Purchase Price and Description of Securities: Title: 5.00137526 Final Pricing Term Sheet 6.375% Senior Notes Due 2014 Principal amountdue 2015 7.375% Senior Notes due 2019 Issuer: Waste Management, Inc. Guarantor: Waste Management Holdings, Inc. Size: $800,000,000 (including $350,000,000 Purchase price aggregate principal amount of the 6.375% Senior Notes due 2015 (include accrued “2015 Notes”) and $450,000,000 aggregate principal amount of the 7.375% Senior Notes due 2019 (“2019 Notes”)) Maturity: 2015 Notes — March 11, 2015 2019 Notes — March 11, 2019 Coupon: 2015 Notes — 6.375% 2019 Notes — 7.375% Price to Public: 2015 Notes — 99.650% of face amount 2019 Notes — 99.882% of face amount Underwriting Discount: 2015 Notes — 0.60% of face amount 2019 Notes — 0.65% of face amount Yield to maturity: 2015 Notes — 6.445% 2019 Notes — 7.391% Spread to Benchmark Treasury: 2015 Notes — 4.625% 2019 Notes — 4.625% Benchmark Treasury: 2015 Notes — 1.75% 1/31/14 2019 Notes — 2.75% 2/15/19 Benchmark Treasury Price and Yield: 2015 Notes — 99-21+ 1.820% 2019 Notes — 99-27+ 2.766% Interest Payment Dates: Semi-annually on March 11 and September 11, commencing September 11, 2009 Redemption Provisions: Optional Redemption: At any time for an amount equal to the greater of (1) 100% of the principal amount of the notes redeemed and repaid, or (2) the sum of the present values of the remaining scheduled payments of principal and interest or amortization, if any, from March 5, 2004): 98.974% Sinking fund provisions: None Redemption provisions: Make Whole Call + 15 bp Other provisions: As provided in on such notes discounted to the Indenture Closing Date, Time and Location: March 5, 2004 at 9:00 a.m. CST redemption date at the offices of Bxxxx Bxxxx L.L.P., One Shell Plaza, 900 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000 Type of Offering: Non-delayed Date referred to in Section 5(f) after which the Company may offer or sell debt securities issued or guaranteed by the Company without the consent of the Representative(s): April 2, 2004 Modification of items to be covered by the letter from Ernst & Young LLP delivered pursuant to Section 6(f) at the Execution Time: None SCHEDULE II Principal Amount of Securities Underwriters to be Purchased Barclays Capital Inc. $ 93,333,000 Deutsche Bank Securities Inc. $ 93,333,000 J.X. Xxxxxx Securities Inc. $ 93,333,000 ABN AMRO Incorporated $ 11,667,000 BNP Paribas Securities Corp. $ 11,667,000 PNC Capital Markets, Inc. $ 11,667,000 Scotia Capital (USA) Inc. $ 11,667,000 SunTrust Capital Markets, Inc. $ 11,667,000 Wachovia Capital Markets, LLC. $ 11,666,000 TOTAL $ 350,000,000applicable Treasury Yield plus 50 basis points.
Appears in 1 contract
Samples: Waste Management Inc
Consent to Representation. The Company and the Underwriters acknowledge that Vxxxxx Vinsxx & Exxxxx L.L.P.Xlkixx X.X.P., which is acting as counsel to the Underwriters in connection with the offer and sale of the Securities, also acts as counsel from time to time to the Company and certain of its affiliates in connection with unrelated matters. The Company and the Underwriters consent to Vxxxxx Vinsxx & Exxxxx L.L.P. Xlkixx X.X.P. so acting as counsel to the Underwriters. If the foregoing is in accordance with your understanding of our agreement, please sign and return to us the enclosed duplicate hereof, whereupon this letter and your acceptance shall represent a binding agreement among the Company, Holdings Company and the several Underwriters. Very truly yours, WASTE MANAGEMENT, INC. By: By /s/ Cxxxxx X. Xxxx Lawrxxxx X'Xxxxxxx, XXI ----------------------------------- Name: Cxxxxx X. Xxxx Lawrxxxx X'Xxxxxxx, XXI Title: Sr. Vice President and General Counsel THE FOREGOING AGREEMENT IS HEREBY CONFIRMED AND ACCEPTED AS OF THE DATE SPECIFIED IN SCHEDULE I HERETO. SALOXXX XXXXX XXXNEY INC. CREDIT SUISSE FIRST BOSTON CORPORATION MERRXXX XXXCH, PIERCE, FENNXX & Treasurer WASTE MANAGEMENT HOLDINGSSMITX XXXORPORATED BANC OF AMERICA SECURITIES LLC DEUTSCHE BANC ALEX. BROWX XXX. FLEET SECURITIES, INC. By: /s/ Axxxxx X. Xxxx Name: Axxxxx X. Xxxx Title: Assistant Secretary The foregoing Agreement is hereby confirmed and accepted as of the date specified in Schedule I heretoGOLDXXX, XXCHS & CO. BARCLAYS CAPITAL INC. DEUTSCHE BANK CHASE SECURITIES INC. J.X. XXXXXX SECURITIES INC. LEHMXX XXXTHERS INC BY: BARCLAYS CAPITAL SALOXXX XXXXX XXXNEY INC. By /s/ Sxxxxxx Graexx X. Xxxxxxxxx -------------------------------- Name: Sxxxxxx Graexx X. Xxxxxxxxx TitleXitle: Managing Director BY: DEUTSCHE BANK SECURITIES INC. By /s/ Rxxxxxx Xxxxx Xxxxxxx By /s/ Mxxxxxx X. Xxxxxxxx Name: Sxxxx Xxxxxxx Title: Managing Director Name: Mxxxxxx X. Xxxxxxxx Title: Director/Debt Syndicate BY: J.X. XXXXXX SECURITIES INC. By /s/ Cxxx Xxxxxxx Name: Cxxx Xxxxxxx Title: Vice President For themselves and the other several Underwriters, if any, named in Schedule II to the foregoing Agreement. SCHEDULE I Underwriting Agreement dated: March February 2, 2004 2001 Registration Statement No.: 333-97697 80063 Representative(s): Barclays Capital Inc. Deutsche Bank Securities Inc. J.X. Xxxxxx Securities Inc. Saloxxx Xxxxx Xxxnxx Xxx. Credit Suisse First Boston Corporation Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated Title, Purchase Price and Description of Securities: Title: 5.007 3/8% Senior Notes Due 2014 2010 Principal amount: $350,000,000 600,000,000 Purchase price (include accrued interest or amortization, if any, from March 5February 9, 20042001): 98.97498.943% Sinking fund provisions: None Redemption provisions: Make Whole Call + 15 bp 30bp Other provisions: As provided in the Indenture Closing Date, Time and Location: March 5February 9, 2004 2001 at 9:00 a.m. CST at the offices of Bxxxx Bxxxx L.L.P.Bakex Xxxtx X.X.P., One Shell Plaza, 900 910 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000 Type Xxpe of Offering: Non-delayed Date referred to in Section 5(f) after which the Company may offer or sell debt securities issued or guaranteed by the Company without the consent of the Representative(s): April 2March 4, 2004 2001 Modification of items to be covered by the letter from Ernst & Young LLP Arthxx Xxxexxxx XXX delivered pursuant to Section 6(f) at the Execution Time: None 27 SCHEDULE II Principal Amount PRINCIPAL AMOUNT OF SECURITIES UNDERWRITERS TO BE PURCHASED ------------ ------------------- Saloxxx Xxxxx Xxxney Inc. .................................................................. $ 160,000,000 Credit Suisse First Boston Corporation ..................................................... 160,000,000 Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated ......................................... 160,000,000 Banc of America Securities Underwriters to be Purchased Barclays Capital Inc. $ 93,333,000 Deutsche Bank LLC ............................................................. 20,000,000 Chase Securities Inc. $ 93,333,000 J.X. Xxxxxx Securities Inc. $ 93,333,000 ABN AMRO Incorporated $ 11,667,000 BNP Paribas Securities Corp. $ 11,667,000 PNC Capital Markets...................................................................... 20,000,000 Deutsche Banc Alex. Browx Xxx. ............................................................. 20,000,000 Fleet Securities, Inc. ..................................................................... 20,000,000 Goldxxx, Xxchs & Co. ....................................................................... 20,000,000 Lehmxx Xxxthers Inc. ....................................................................... 20,000,000 --------------- TOTAL .................................................................... $ 11,667,000 Scotia Capital (USA) Inc. $ 11,667,000 SunTrust Capital Markets, Inc. $ 11,667,000 Wachovia Capital Markets, LLC. $ 11,666,000 TOTAL $ 350,000,000600,000,000 ===============
Appears in 1 contract
Samples: Waste Management Inc
Consent to Representation. The Company and the Underwriters acknowledge that Vxxxxx Vinson & Exxxxx Elkins L.L.P., which is acting as counsel to the Underwriters in connection with ix xxxxectxxx xxth the offer and sale of the Securities, also acts as counsel from time to time to the Company and certain of its affiliates in connection with unrelated matters. The Company and the Underwriters consent to Vxxxxx Vinson & Exxxxx Elkins L.L.P. so acting as counsel to the Underwriters. If the foregoing is in accordance with your understanding of our agreement, please sign and return to us the enclosed duplicate hereof, whereupon this letter and your acceptance shall represent a binding agreement among the Company, Holdings Company and the several Underwriters. Very truly yours, WASTE MANAGEMENT, INC. By: By /s/ Cxxxxx X. Xxxx WILLIAM L. TRUBECK ------------------------------- Name: Cxxxxx X. William L. Trubeck Titlx: Xxxxxxxxx Xxxx President and Chief Financial Officer THE FOREGOING AGREEMENT IS HEREBY CONFIRMED AND ACCEPTED AS OF THE DATE SPECIFIED IN SCHEDULE I HERETO. BANC OF AMERICA SECURITIES LLC J.P. MORGAN SECURITIES INC. SALOMON SMITH BARNEY INC. BY: BANC OF XXXXXXX XXCURITIES LLC By /x/ XXLX XXXXG --------------------------------------------------- Naxx: Xxxx Chang Title: Principal BY: J.P. MORGAN SECURITIES INC. Xx /s/ MARIA SRAMEK --------------------------------------------------- Xxxx: Xxxxx Sramek Title: Vice President & Treasurer WASTE MANAGEMENT HOLDINGS, INC. By: /s/ Axxxxx X. Xxxx Name: Axxxxx X. Xxxx Title: Assistant Secretary The foregoing Agreement is hereby confirmed and accepted as of the date specified in Schedule I hereto. BARCLAYS CAPITAL INC. DEUTSCHE BANK SECURITIES INC. J.X. XXXXXX SECURITIES INC. BY: BARCLAYS CAPITAL INCSALOMON SMITH BARNEY XXX. By Xx /s/ Sxxxxxx Xxxxxxxxx NameJOHN SHAFER III --------------------------------------------------- Xxxx: Sxxxxxx Xxxxxxxxx Title: Managing Director BY: DEUTSCHE BANK SECURITIES INC. By /s/ Rxxxxxx Xxxxx Xxxxxxx By /s/ Mxxxxxx X. Xxxxxxxx Name: Sxxxx Xxxxxxx Title: Managing Director Name: Mxxxxxx X. Xxxxxxxx Title: Director/Debt Syndicate BY: J.X. XXXXXX SECURITIES INC. By /s/ Cxxx Xxxxxxx Name: Cxxx Xxxxxxx Xohn Shafer III Title: Vice President For themselves and the other several Underwritersxxxxxxx Xxderwriters, if any, named in Schedule II to the foregoing Agreement. SCHEDULE I Underwriting Agreement dated: March 2November 15, 2004 2001 Registration Statement No.: 333-97697 80063 Representative(s): Barclays Capital Inc. Deutsche Bank Banc of America Securities LLC J.P. Morgan Securities Inc. J.X. Xxxxxx Securities Inc. TitleSalomon Smith Barxxx Xxx. Xitle, Purchase Price and Description of SecuritiesSecuxxxxxx: TitleXxtle: 5.006 1/2% Senior Notes Due 2014 2008 Principal amount: $350,000,000 400,000,000 Purchase price (include accrued interest or amortization, if any, from March 5November 20, 20042001): 98.97498.984% Sinking fund provisions: None Redemption provisions: Make Whole Call + 15 bp 25bp Other provisions: As provided in the Indenture Closing Date, Time and Location: March 5November 20, 2004 2001 at 9:00 8:30 a.m. CST at the offices of Bxxxx Bxxxx Baker Botts L.L.P., One Shell Plaza, 900 Xxxxxxxxx Xxxxxx910 Louisiana Street, XxxxxxxHouston, Xxxxx Texax 00000 Type Xxpe of Offering: Non-delayed Date referred to in Section 5(fdelayxx Xxxx xxxxxxxx xx xx Xxxxxxx 0(x) after xxxxx which the Company may offer or sell debt securities issued or guaranteed by the Company without the consent of the Representative(s): April 2December 15, 2004 2001 Modification of items to be covered by the letter from Ernst & Young Arthur Andersen LLP delivered pursuant to Section 6(f) at the Execution TimeExecutiox Xxxx: None Xxxx SCHEDULE II Principal Amount of Securities Underwriters to be Purchased Barclays Capital Inc. $ 93,333,000 Deutsche Bank Securities Inc. $ 93,333,000 J.X. Xxxxxx Securities Inc. $ 93,333,000 ABN AMRO Incorporated $ 11,667,000 BNP Paribas Securities Corp. $ 11,667,000 PNC Capital Markets, Inc. $ 11,667,000 Scotia Capital (USA) Inc. $ 11,667,000 SunTrust Capital Markets, Inc. $ 11,667,000 Wachovia Capital Markets, LLC. $ 11,666,000 TOTAL $ 350,000,000II
Appears in 1 contract
Samples: Waste Management Inc
Consent to Representation. The Company and the Underwriters Initial Purchasers acknowledge that Vxxxxx & Exxxxx L.L.P., which is acting as counsel to the Underwriters Initial Purchasers in connection with the offer and sale of the Securities, also acts as counsel from time to time to the Company and certain of its affiliates in connection with unrelated matters. The Company and the Underwriters Initial Purchasers consent to Vxxxxx & Exxxxx L.L.P. so acting as counsel to the UnderwritersInitial Purchasers. If the foregoing is in accordance with your understanding of our agreement, please sign and return to us the enclosed duplicate hereof, whereupon this letter and your acceptance shall represent a binding agreement among between the Company, Holdings Company and the several UnderwritersInitial Purchasers. Very truly yours, WASTE MANAGEMENTPride International, INC. Inc. By: /s/ Cxxxxx Lxxxx X. Xxxx Name: Cxxxxx Xxxxxxx Lxxxx X. Xxxx Title: Xxxxxxx Executive Vice President & Treasurer WASTE MANAGEMENT HOLDINGS, INC. By: /s/ Axxxxx X. Xxxx Name: Axxxxx X. Xxxx Title: Assistant Secretary and Chief Financial Officer The foregoing Agreement is hereby confirmed and accepted as of the date specified in Schedule I heretofirst above written. BARCLAYS CAPITAL INC. DEUTSCHE BANK SECURITIES INC. J.X. XXXXXX SECURITIES INC. BYCitigroup Global Markets Inc. Banc of America Securities LLC Deutsche Bank Securities Inc. BNP Paribas Securities Corp. Calyon Securities (USA) Inc. Citigroup Global Markets Inc. By: BARCLAYS CAPITAL INC. By /s/ Sxxxxxx Xxxxxxxxx Name: X. Xxxxxxxxxx Sxxxxxx Xxxxxxxxx Title: X. Xxxxxxxxxx Managing Director BY: DEUTSCHE BANK SECURITIES INC. By /s/ Rxxxxxx Xxxxx Xxxxxxx By /s/ Mxxxxxx X. Xxxxxxxx Name: Sxxxx Xxxxxxx Title: Managing Director Name: Mxxxxxx X. Xxxxxxxx Title: Director/Debt Syndicate BY: J.X. XXXXXX SECURITIES INC. By /s/ Cxxx Xxxxxxx Name: Cxxx Xxxxxxx Title: Vice President For themselves itself and the other several Underwriters, if any, Initial Purchasers (other than Natexis Bleichroeder Inc.) named in Schedule II I to the foregoing Agreement. Natexis Bleichroeder Inc. By: /s/ Jxxxxx Xxxxxxxx Jxxxxx Xxxxxxxx General Counsel SCHEDULE I Underwriting Agreement dated: March 2, 2004 Registration Statement No.: 333-97697 Representative(s): Barclays Capital Principal Amount of Securities Initial Purchasers to be Purchased Citigroup Global Markets Inc. $ 160,000,000 Banc of America Securities LLC 125,000,000 Deutsche Bank Securities Inc. J.X. Xxxxxx 125,000,000 Natexis Bleichroeder Inc. 30,000,000 BNP Paribas Securities Corp. 30,000,000 Calyon Securities (USA) Inc. Title30,000,000 Total $ 500,000,000 Schedule I ANNEX A Significant Subsidiaries Pride Offshore, Purchase Price and Description of Securities: Title: 5.00% Senior Notes Due 2014 Principal amount: $350,000,000 Purchase price Inc. (include accrued interest or amortizationDelaware) Pride International, if anyLtd. (British Virgin Islands) Pride International, from March 5SRL (Argentina) Forasub B.V. (Netherlands) Pride Forasol S.A.S. (France) Pride Foramer S.A.S. (France) Mxxxxx Maritime Limited (Bahamas) Andre Maritime Ltd. (Bahamas) Twin Oaks Financial Ltd. (British Virgin Islands) Pride Central America LLC (Delaware) Pride Offshore International, 2004): 98.974% Sinking fund provisions: None Redemption provisions: Make Whole Call + 15 bp Other provisions: As provided in the Indenture Closing DateLLC (Delaware) Pride South America, Time and Location: March 5, 2004 at 9:00 a.m. CST at the offices of Bxxxx Bxxxx L.L.P., One Shell Plaza, 900 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx 00000 Type of Offering: Non-delayed Date referred to in Section 5(fLtd. (British Virgin Islands) after which the Mexico Drilling Limited LLC (Delaware) Amethyst Financial Company may offer or sell debt securities issued or guaranteed by the Company without the consent Ltd. (British Virgin Islands) Westville Management Corporation (British Virgin Islands) EXHIBIT A OPINION OF COUNSEL FOR THE COMPANY The opinion of the Representative(s): April 2counsel for the Company, 2004 Modification of items to be covered by the letter from Ernst & Young LLP delivered pursuant to Section 6(f6(a) at of the Execution Time: None SCHEDULE II Principal Amount of Securities Underwriters Purchase Agreement, shall be to be Purchased Barclays Capital Inc. $ 93,333,000 Deutsche Bank Securities Inc. $ 93,333,000 J.X. Xxxxxx Securities Inc. $ 93,333,000 ABN AMRO Incorporated $ 11,667,000 BNP Paribas Securities Corp. $ 11,667,000 PNC Capital Markets, Inc. $ 11,667,000 Scotia Capital (USA) Inc. $ 11,667,000 SunTrust Capital Markets, Inc. $ 11,667,000 Wachovia Capital Markets, LLC. $ 11,666,000 TOTAL $ 350,000,000the effect that:
Appears in 1 contract
Samples: Pride International Inc
