Union Pacific Corp Sample Contracts

and CITIBANK, N.A., Trustee INDENTURE
Indenture • December 20th, 1996 • Union Pacific Corp • Railroads, line-haul operating • New York
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UNION PACIFIC CORPORATION Medium-Term Notes, Series E Distribution Agreement
Distribution Agreement • October 19th, 1998 • Union Pacific Corp • Railroads, line-haul operating • New York
and THE CHASE MANHATTAN BANK Trustee INDENTURE
Indenture • April 9th, 1999 • Union Pacific Corp • Railroads, line-haul operating • New York
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER
Merger Agreement • October 16th, 2001 • Union Pacific Corp • Railroads, line-haul operating • Utah
and CHEMICAL BANK, Trustee INDENTURE
Indenture • January 23rd, 1996 • Union Pacific Corp • Railroads, line-haul operating • New York
ARTICLE I
Shareholder Agreement • October 16th, 2001 • Union Pacific Corp • Railroads, line-haul operating • Utah
CLARIFICATION OF PARENT SHAREHOLDERS AGREEMENT
Shareholder Agreements • December 1st, 1995 • Union Pacific Corp • Railroads, line-haul operating
AGREEMENT
Acquisition Agreement • December 12th, 1995 • Union Pacific Corp • Railroads, line-haul operating
UNION PACIFIC CORPORATION Debt Securities UNDERWRITING AGREEMENT
Underwriting Agreement • February 21st, 2023 • Union Pacific Corp • Railroads, line-haul operating • New York
STOCK UNIT AGREEMENT
Stock Unit Agreement • February 5th, 2010 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Letter Agreement (the “Agreement”) will confirm an award to you of stock units (“Stock Units”), as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2004 Stock Incentive Plan of the Company, as amended from time to time (the “Plan”), a copy of which is included in this grant package on this website and made a part hereof.

U.S. $1,700,000,000 5-YEAR REVOLVING CREDIT AGREEMENT Dated as of May 21, 2014 Among UNION PACIFIC CORPORATION, as Borrower THE BANKS PARTY HERETO, as Banks J.P. MORGAN SECURITIES LLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Joint Lead...
Revolving Credit Agreement • July 25th, 2014 • Union Pacific Corp • Railroads, line-haul operating • New York

REVOLVING CREDIT AGREEMENT, dated as of May 21, 2014, among UNION PACIFIC CORPORATION, a Utah corporation (the “Borrower”), the banks listed on the signature pages hereof and any other banks which from time to time become parties hereto pursuant to Section 2.17 or 8.07 of this Agreement (all such banks being referred to herein collectively as the “Banks”), and JPMORGAN CHASE BANK, N.A., as agent for the purposes hereinafter provided (in such capacity, together with its successors in such capacity, the “Administrative Agent”) for the Banks hereunder.

STOCK UNIT AGREEMENT
Stock Unit Agreement • February 23rd, 2007 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Letter Agreement (the “Agreement”) will confirm an award to you of stock units (“Stock Units”), as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2004 Stock Incentive Plan of the Company (the “Plan”), a copy of which is included in this database and made a part hereof.

UNION PACIFIC CORPORATION Debt Securities UNDERWRITING AGREEMENT
Underwriting Agreement • January 28th, 2015 • Union Pacific Corp • Railroads, line-haul operating • New York
UNION PACIFIC CORPORATION Debt Securities UNDERWRITING AGREEMENT
Underwriting Agreement • January 10th, 2014 • Union Pacific Corp • Railroads, line-haul operating • New York
NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • November 8th, 2004 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Letter Agreement (the “Agreement”) will confirm a grant to you of a non-qualified stock option (“NQ”) as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2004 Stock Incentive Plan of the Company (the “Plan”), a copy of which is included in this database and made a part hereof.

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Contract
Agreement of Resignation, Appointment and Acceptance • March 6th, 2007 • Union Pacific Corp • Railroads, line-haul operating • New York

AGREEMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE, dated as of March 6, 2007, with an effective date of April 1, 2007, by and among Union Pacific Corporation, a corporation duly organized and existing under the laws of State of Utah and having its principal office at 1400 Douglas Street, Omaha, Nebraska 68179 (the “Company”), Wells Fargo Bank, National Association, a national banking association duly organized and existing under the laws of the United States of America (“Successor Trustee”) and CITIBANK, N.A., a national banking association duly organized and existing under the laws of the United States of America and having its principal corporate trust office at 388 Greenwich Street, New York, New York 10013 (“Resigning Trustee”). Capitalized terms not otherwise defined herein shall have the same meaning ascribed to such terms in the Indenture (as defined below).

NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • November 8th, 2004 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Letter Agreement (“the Agreement”) will confirm a grant to you of a non-qualified stock option (“NQ”) as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2000 Directors Stock Plan of the Company (the “Plan”), a copy of which is attached hereto and made a part hereof.

STOCK UNIT AGREEMENT
Stock Unit Agreement • February 4th, 2011 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Letter Agreement (the “Agreement”) will confirm an award to you of stock units (“Stock Units”), as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2004 Stock Incentive Plan of the Company, as amended from time to time (the “Plan”), a copy of which is included in this grant package on this website and made a part hereof.

EXECUTIVE NON-QUALIFIED STOCK OPTION AGREEMENT
Executive Non-Qualified Stock Option Agreement • February 24th, 2006 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Letter Agreement (the “Agreement”) will confirm a grant to you of a non-qualified stock option (“NQ”) as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2004 Stock Incentive Plan of the Company (the “Plan”), a copy of which is included in this database and made a part hereof.

EXECUTIVE NON-QUALIFIED STOCK OPTION AGREEMENT
Executive Non-Qualified Stock Option Agreement • February 4th, 2011 • Union Pacific Corp • Railroads, line-haul operating • Utah

We would like to call your attention to confidentiality and non-compete provisions in the Agreement and recommend that you review the terms and conditions of these provisions as fully set forth in the Agreement. Please note that failure to comply with these provisions will result in the forfeiture of the award or will require that any value received from the vesting of this award be returned to the Company. In addition, once you accept the terms of the Agreement, these provisions will be binding on you whether or not the award vests.

U.S. $1,000,000,000 5-YEAR REVOLVING CREDIT AGREEMENT Dated as of March 24, 2004 Among UNION PACIFIC CORPORATION, as Borrower THE BANKS PARTY HERETO, as Banks J.P. MORGAN SECURITIES INC., as Advisor, Lead Arranger and Bookrunner BANK OF AMERICA, N.A.,...
Revolving Credit Agreement • March 29th, 2005 • Union Pacific Corp • Railroads, line-haul operating • New York

REVOLVING CREDIT AGREEMENT, dated as of March 24, 2004, among UNION PACIFIC CORPORATION, a Utah corporation (the “Borrower”), the banks listed on the signature pages hereof and any other banks which from time to time become parties hereto pursuant to Section 2.17 or 8.07 of this Agreement (all such banks being referred to herein collectively as the “Banks”), and JPMORGAN CHASE BANK, as agent for the purposes hereinafter provided (in such capacity, together with its successors in such capacity, the “Administrative Agent”) for the Banks hereunder.

TRANSITION AND SEPARATION AGREEMENT
Transition and Separation Agreement • August 11th, 2023 • Union Pacific Corp • Railroads, line-haul operating • Nebraska

This TRANSITION AND SEPARATION AGREEMENT (this “Agreement”) is entered into on this 11th day of August, 2023 by and between Union Pacific Corporation, a Utah corporation (the “Company”); Union Pacific Railroad Company, a Delaware corporation (“Union Pacific Railroad Company”); and Lance M. Fritz (“Executive”). Company, Union Pacific Railroad Company and Executive are each referred to herein as a “Party” and collectively as the “Parties.”

STOCK UNIT AGREEMENT
Stock Unit Agreement • February 24th, 2006 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Letter Agreement (the “Agreement”) will confirm an award to you of stock units (“Stock Units”), as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2004 Stock Incentive Plan of the Company (the “Plan”), a copy of which is included in this database and made a part hereof.

STOCK UNIT AGREEMENT
Stock Unit Agreement • February 4th, 2011 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Agreement (the “Agreement”) will confirm an award to you of stock units (“Stock Units”), as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2004 Stock Incentive Plan of the Company, as amended from time to time (the “Plan”), a copy of which is included in this grant package on this website and made a part hereof.

August 30,1996
Employment Agreement • November 13th, 1996 • Union Pacific Corp • Railroads, line-haul operating

UNION PACIFIC CORPORATION AND SUBSIDIARY COMPANIES LETTER AGREEMENT BETWEEN UNION PACIFIC CORPORATION AND JERRY R. DAVIS

UNDERWRITING AGREEMENT
Underwriting Agreement • June 8th, 2018 • Union Pacific Corp • Railroads, line-haul operating • Nebraska
CASH AWARD
Stock Unit and Cash Award Agreement • March 21st, 2001 • Union Pacific Corp • Railroads, line-haul operating • Utah
STOCK UNIT AGREEMENT
Stock Unit Agreement • February 6th, 2009 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Agreement (the “Agreement”) will confirm an award to you of stock units (“Stock Units”), as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2004 Stock Incentive Plan of the Company, as amended from time to time (the “Plan”), a copy of which is included in this grant package on this website and made a part hereof.

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