CSX Capital Trust 1 Sample Contracts

EXHIBIT 4.14 FORM OF AMENDED AND RESTATED TRUST AGREEMENT OF CSX CAPITAL TRUST I
Trust Agreement • May 17th, 2001 • CSX Capital Trust 1 • Railroads, line-haul operating • Delaware
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TRUST AGREEMENT OF CSX CAPITAL TRUST I
Trust Agreement • May 3rd, 2001 • CSX Capital Trust 1 • Railroads, line-haul operating • Delaware
FORM OF UNDERWRITING AGREEMENT FOR DEBT SECURITIES] CSX CORPORATION $[AMOUNT OF OFFERING] [TITLE OF SECURITIES] UNDERWRITING AGREEMENT
Underwriting Agreement • February 15th, 2013 • CSX Capital Trust 1 • Railroads, line-haul operating • New York

CSX CORPORATION, a Virginia corporation (the “Company”), proposes to issue and sell to the parties named in Schedule II hereto (the “Underwriters”), for whom you are acting as Representative (the “Representative”), $[AMOUNT] principal amount of its [TITLE OF SECURITIES] (the “Securities”). The Securities are to be issued under an indenture dated as of August 1, 1990, between the Company and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.), successor to JPMorgan Chase Bank, N.A., (formerly The Chase Manhattan Bank), as trustee (the “Trustee”), as supplemented and amended by the First Supplemental Indenture dated as of June 15, 1991, the Second Supplemental Indenture dated as of May 6, 1997, the Third Supplemental Indenture dated as of April 22, 1998, the Fourth Supplemental Indenture dated as of October 30, 2001, the Fifth Supplemental Indenture dated as of October 27, 2003, the Sixth Supplemental Indenture dated as of Septembe

Issuer TO
Supplemental Indenture • May 17th, 2001 • CSX Capital Trust 1 • Railroads, line-haul operating • New York
FORM OF AMENDED AND RESTATED TRUST AGREEMENT OF CSX CAPITAL TRUST I By and Among CSX CORPORATION as Sponsor, JPMORGAN CHASE BANK as Property Trustee, CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, as Delaware Trustee, and THE ADMINISTRATIVE TRUSTEES...
Trust Agreement • March 3rd, 2003 • CSX Capital Trust 1 • Railroads, line-haul operating • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT OF CSX CAPITAL TRUST I (the “Trust Agreement”), dated as of , is entered into by and among (i) CSX Corporation, a Virginia corporation, as sponsor (the “Sponsor”), (ii)(a) JPMorgan Chase Bank, a New York banking corporation, as initial Property Trustee, (b) Chase Manhattan Bank USA, National Association, as initial Delaware Trustee, and (c) , an individual, and , an individual, each of whose address is 500 Water Street, 15th Floor, Jacksonville, Florida 32202 (each an “Administrative Trustee” and, collectively, the “Administrative Trustees” and, together with the Property Trustee and the Delaware Trustee, the “Trustees”, all not in their individual capacities, but solely as Trustees) and (iii) the several Holders as hereinafter defined.

FORM OF UNDERWRITING AGREEMENT FOR DEBT SECURITIES] CSX CORPORATION [TITLE OF SECURITIES] UNDERWRITING AGREEMENT [DATE]
Underwriting Agreement • March 16th, 2004 • CSX Capital Trust 1 • Railroads, line-haul operating • New York

CSX CORPORATION, a Virginia corporation (the “Company”), proposes to issue and sell to the parties named in Schedule I hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), $___ principal amount of its [title of securities] (the “Securities”). The Securities are to be issued under an indenture (the “Indenture”) dated as of August 1, 1990 between the Company and JPMorgan Chase Bank, formerly The Chase Manhattan Bank, as trustee (the “Trustee”), as supplemented and amended by the First Supplemental Indenture dated as of June 15, 1991, the Second Supplemental Indenture dated as of May 6, 1997, the Third Supplemental Indenture dated as of April 22, 1998, the Fourth Supplemental Indenture dated as of October 30, 2001 and the Fifth Supplemental Indenture dated as of October 27, 2003.

ARTICLE I GUARANTEE BY CSX CORPORATION
Trust Preferred Securities Agreement • May 17th, 2001 • CSX Capital Trust 1 • Railroads, line-haul operating • New York
FORM OF TRUST PREFERRED SECURITIES GUARANTEE AGREEMENT DATED AS OF BY AND BETWEEN CSX CORPORATION, AS GUARANTOR AND JPMORGAN CHASE BANK, AS TRUSTEE
Trust Preferred Securities Guarantee Agreement • March 3rd, 2003 • CSX Capital Trust 1 • Railroads, line-haul operating • New York

This TRUST PREFERRED SECURITIES GUARANTEE AGREEMENT (the “Guarantee”), dated as of , is executed and delivered by CSX CORPORATION, a Virginia corporation (the “Guarantor”), and JPMORGAN CHASE BANK, a New York banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Securities (as defined herein) of CSX CAPITAL TRUST I, a Delaware statutory trust (the “Trust”).

FORM OF TRUST PREFERRED SECURITIES AGREEMENT AS TO EXPENSES AND LIABILITIES
Trust Preferred Securities Agreement • March 3rd, 2003 • CSX Capital Trust 1 • Railroads, line-haul operating • New York

THIS AGREEMENT AS TO EXPENSES AND LIABILITIES (the “Agreement”) dated as of between CSX CORPORATION, a Virginia corporation (“CSX Corporation”), and CSX CAPITAL TRUST I, a Delaware statutory trust (the “Trust”).

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