ANDCredit Agreement • March 29th, 1999 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
WITNESSETHEmployment Agreement • April 30th, 2002 • Railworks Corp • Arrangement of transportation of freight & cargo • Maryland
1 EXHIBIT 10.44 AMENDED AND RESTATED PLEDGE AGREEMENT THIS AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of April 28, 2000 (as amended and modified from time to time, the "Pledge Agreement" or this "Agreement"), by and among the Persons identified...Pledge Agreement • May 12th, 2000 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
WITNESSETHSecurity Agreement • May 12th, 2000 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
1 EXHIBIT 10.23 AGREEMENT AND PLAN OF REORGANIZATION DATED AS OF MAY 21, 1998Agreement and Plan of Reorganization • June 30th, 1998 • Railworks Corp • Arrangement of transportation of freight & cargo • Delaware
EXHIBIT 10.59 =============================================================================== DEBTOR-IN-POSSESSION TRANSIT REVOLVING CREDIT AGREEMENTRailworks Corp • April 12th, 2002 • Arrangement of transportation of freight & cargo • New York
WITNESSETHEmployment Agreement • May 15th, 2001 • Railworks Corp • Arrangement of transportation of freight & cargo • Maryland
EXHIBIT 10.42Credit Agreement • May 12th, 2000 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
ARTICLE I DEFINITIONSStock Purchase Agreement • November 5th, 1999 • Railworks Corp • Arrangement of transportation of freight & cargo • Texas
Exhibit 10.56 ================================================================= =============== DEBTOR-IN-POSSESSION TRANSIT REVOLVING CREDIT AGREEMENT Dated as of October 5, 2001 among RAILWORKS CORPORATION, a Debtor and Debtor-in- Possession as...Railworks Corp • November 19th, 2001 • Arrangement of transportation of freight & cargo • New York
1 EXHIBIT 4.6 REGISTRATION RIGHTS AGREEMENT Dated as of April 7, 1999Registration Rights Agreement • May 28th, 1999 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
THIRD AMENDMENTRailworks Corp • June 22nd, 2001 • Arrangement of transportation of freight & cargo • New York
EXHIBIT 10.57 TRANSIT DEBTOR-IN-POSSESSION BOND FACILITY Dated as of October 5, 2001 among RAILWORKS CORPORATION, a Debtor and Debtor-in-Possession as Borrower and Indemnitor, TRAVELERS CASUALTY & SURETY COMPANY OF AMERICA, and CERTAIN SUBSIDIARIES OF...Railworks Corp • November 19th, 2001 • Arrangement of transportation of freight & cargo • New York
WITNESSETHEmployment Agreement • May 14th, 1999 • Railworks Corp • Arrangement of transportation of freight & cargo • Maryland
WITNESSETHEmployment Agreement • May 15th, 2001 • Railworks Corp • Arrangement of transportation of freight & cargo • Maryland
1 EXHIBIT 10.1 AMENDED AND RESTATED CREDIT AGREEMENT Dated as of August 5, 1999Credit Agreement • November 15th, 1999 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
EXHIBIT 4.6 REGISTRATION RIGHTS AGREEMENT Dated as of September 30, 1999Registration Rights Agreement • December 16th, 1999 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
RECITALSStock Exchange Agreement • October 14th, 1998 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
Exhibit 10.54 August 17, 2001 Mr. Michael R. Azarela 12310 Cleghorn Road Cockeysville, MD 21030 Dear Mike: This letter (the "Agreement") will confirm our understanding concerning your termination of employment with RailWorks Corporation (the...Railworks Corp • November 19th, 2001 • Arrangement of transportation of freight & cargo • Maryland
AMENDMENT NO. 1Railworks Corp • November 15th, 1999 • Arrangement of transportation of freight & cargo • New York
1 Exhibit 10.47 FIRST AMENDMENTFirst Amendment • March 27th, 2001 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
September 20, 1999 Mr. John G. Larkin 403 Somerset Road Baltimore, MD 28280 RE: AMENDED AND RESTATED EMPLOYMENT AGREEMENT DATED AUGUST 4, 1998 ("AGREEMENT") BETWEEN JOHN G. LARKIN AND RAILWORKS CORPORATION ("CORPORATION") Dear Mr. Larkin: This letter...Employment Agreement • November 15th, 1999 • Railworks Corp • Arrangement of transportation of freight & cargo
STATEMENT OF ELIGIBILITY AND QUALIFICATION UNDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED, OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(B)(2)Railworks Corp • May 28th, 1999 • Arrangement of transportation of freight & cargo
Exhibit 10.53 August 17, 2001 Mr. John G. Larkin 403 Somerset Road Baltimore, MD 21210 Dear John: This letter (the "Agreement") will confirm our understanding concerning your termination of employment with RailWorks Corporation (the "Company") and...Railworks Corp • November 19th, 2001 • Arrangement of transportation of freight & cargo • Maryland
SECOND AMENDMENTRailworks Corp • May 15th, 2001 • Arrangement of transportation of freight & cargo • New York
EXHIBIT 10.6 AGREEMENT AND PLAN OF REORGANIZATION DATED AS OF MAY 21, 1998Agreement and Plan of Reorganization • June 30th, 1998 • Railworks Corp • Arrangement of transportation of freight & cargo • Delaware
1 EXHIBIT 4.1 SUPPLEMENTAL INDENTURE Dated as of _________, ____Indenture • November 15th, 1999 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
ANDTerm Loan Credit Agreement • December 16th, 1999 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
INDENTURECovenants • May 28th, 1999 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
among RAILWORKS CORPORATION, as Borrower,Possession Financing Agreement • April 12th, 2002 • Railworks Corp • Arrangement of transportation of freight & cargo • New York
EXHIBIT 10.52 AGREEMENT52 Agreement • August 20th, 2001 • Railworks Corp • Arrangement of transportation of freight & cargo • Texas
WITNESSETH WHEREAS, a $105 million credit facility has been extended to the Domestic Borrower and certain of its Subsidiaries pursuant to the terms of that Amended and Restated Credit Agreement dated as of August 5, 1999 (as amended and modified, the...Railworks Corp • May 12th, 2000 • Arrangement of transportation of freight & cargo • New York
INDEMNITY AND COOPERATION AGREEMENT between SPIE ENERTRANS S.A., COMSTOCK GROUP, INC., L.K. COMSTOCK & COMPANY, INC., and LKC ACQUISITION CORP. Dated as of April 3, 1997Indemnity and Cooperation Agreement • May 22nd, 1998 • Railworks Corp • New York
September 20, 1999 Mr. Michael R. Azarela 12310 Cleghorn Road Cockeysville, MD 21030 RE: AMENDED AND RESTATED EMPLOYMENT AGREEMENT DATED AUGUST 4, 1998 ("AGREEMENT") BETWEEN MICHAEL R. AZARELA AND RAILWORKS CORPORATION ("CORPORATION") Dear Mr....Railworks Corp • November 15th, 1999 • Arrangement of transportation of freight & cargo
EXHIBIT 10.64 [RAILWORKS LETTERHEAD] June 26, 2001 John Kennedy 561 Brentwater Road Camp Hill, PA 17011 Dear John: Reference is made to the Amended and Restated Employment Agreement ("Agreement) pursuant to which you have been employed as Director,...Railworks Corp • April 30th, 2002 • Arrangement of transportation of freight & cargo
