WITNESSETHLease Agreement • March 31st, 1999 • American Classic Voyages Co • Water transportation
1 EXHIBIT 10.1 TRUST CONVERTIBLE PREFERRED SECURITIES GUARANTEE AGREEMENT AMCV CAPITAL TRUST I DATED AS OF FEBRUARY 22, 2000 Table of Contents -----------------Guarantee Agreement • February 29th, 2000 • American Classic Voyages Co • Water transportation • New York
1 EXHIBIT 1.1 FORM OF UNDERWRITING AGREEMENT 2,000,000 Trust Convertible Preferred Securities AMCV CAPITAL TRUST I 7.00% Trust Convertible Preferred Securities (Liquidation Amount $50 per Trust Preferred Security) Guaranteed by, and Convertible into...Underwriting Agreement • February 29th, 2000 • American Classic Voyages Co • Water transportation • New York
AMERICAN CLASSIC VOYAGES CO. CRUISE AMERICA TRAVEL, INCORPORATED DQSB II, INC. DQSC PROPERTY CO.Contribution Agreement • November 14th, 2000 • American Classic Voyages Co • Water transportation • New York
amongCredit Agreement • November 14th, 2000 • American Classic Voyages Co • Water transportation
GUARANTY AGREEMENTGuaranty Agreement • November 14th, 2000 • American Classic Voyages Co • Water transportation • Louisiana
STOCK PLEDGE AGREEMENT THIS STOCK PLEDGE AGREEMENT ("Agreement") is made as of February 25, 1999, by and between THE DELTA QUEEN STEAMBOAT CO., a Delaware corporation (the "Pledgor") and THE CHASE MANHATTAN BANK, a New York banking corporation, as...Stock Pledge Agreement • March 31st, 1999 • American Classic Voyages Co • Water transportation
EXHIBIT 4.(ii)(c)(15) SUBORDINATION AGREEMENT THIS SUBORDINATION AGREEMENT, DATED AS OF MARCH 25, 1997 (THE "SUBORDINATION AGREEMENT"), IS MADE BY AND AMONG GREAT AQ STEAMBOAT, LLC (THE "DEBTOR"), THE DELTA QUEEN STEAMBOAT CO., A DELAWARE CORPORATION,...Subordination Agreement • May 13th, 1997 • American Classic Voyages Co • Water transportation • District of Columbia
AMENDMENT NO. 1 to AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 14, 2000Credit Agreement • August 14th, 2001 • American Classic Voyages Co • Water transportation • New York
PRELIMINARY STATEMENTSTrust Indenture • November 14th, 2000 • American Classic Voyages Co • Water transportation
amongCredit Agreement • March 31st, 1999 • American Classic Voyages Co • Water transportation
COMMON STOCKUnderwriting Agreement • February 29th, 2000 • American Classic Voyages Co • Water transportation • New York
ARTICLE I GUARANTEE AND GUARANTEE PAYMENTSReimbursement Agreement • November 9th, 1999 • American Classic Voyages Co • Water transportation • Illinois
AMENDMENT NUMBER 1 TO THE THIRD AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF APRIL 22, 1996 AMONG THE DELTA QUEEN STEAMBOAT CO., AMERICAN CLASSIC VOYAGES CO., THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY THERETO AND THE CHASE MANHATTAN...Credit Agreement • May 13th, 1997 • American Classic Voyages Co • Water transportation
FIRST AMENDMENTLease Agreement • March 31st, 1999 • American Classic Voyages Co • Water transportation
Contract No. MA-13627 SECURITY AGREEMENT Relating to United States Government Guaranteed Ship Financing ObligationsSecurity Agreement • November 14th, 2000 • American Classic Voyages Co • Water transportation • New York
ARTICLE III REPRESENTATIONS AND WARRANTIES OF SELLERAsset Purchase and Sale Agreement • May 14th, 1999 • American Classic Voyages Co • Water transportation • Nevada
2- 3 2. Obligations Unconditional. Each of the Guarantors hereby agrees that its obligations under this Guaranty shall be unconditional, irrespective of:Subsidiary Guaranty • March 31st, 1999 • American Classic Voyages Co • Water transportation • New York
Exhibit A --------- JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1) ---------------------------- The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all...Joint Filing Agreement • October 12th, 2001 • American Classic Voyages Co • Water transportation
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.
1 10(ii)(a)(4) ASSIGNMENT AND ASSUMPTION OF LEASE THIS ASSIGNMENT AND ASSUMPTION OF LEASE (this "Assignment") is entered into as of the 1st day of January, 1998, between GREAT HAWAIIAN PROPERTIES CORPORATION, d/b/a AMERICAN HAWAII CRUISES...Assignment and Assumption of Lease • March 31st, 1999 • American Classic Voyages Co • Water transportation
1 EXHIBIT 10(iv)(a)(4) GUARANTYGuaranty • May 14th, 1999 • American Classic Voyages Co • Water transportation • Florida
RECITALS:Construction Contract • November 14th, 2000 • American Classic Voyages Co • Water transportation
3- 4 be kept at those locations listed on Schedule 1 and the Grantor will not remove the Collateral from such locations, except with respect to inventory as required in the ordinary course of business, without providing at least 30 days' prior written...Security Agreement • March 31st, 1999 • American Classic Voyages Co • Water transportation • Louisiana
EXHIBIT 4(ii)(f)(2) CAPE COD LIGHT, L.L.C. United States Government Guaranteed Ship Financing Bonds, 2000 Series BOND PURCHASE AGREEMENT Dated October 16, 2000 Cape Cod Light, L.L.C. United States Government Guaranteed Ship Financing Bonds, 2000...Bond Purchase Agreement • November 14th, 2000 • American Classic Voyages Co • Water transportation
EXHIBIT 99.21 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 30th, 2002 • American Classic Voyages Co • Water transportation
7,500,000.00 March 26, 1997 FOR VALUE RECEIVED, the undersigned, THE DELTA QUEEN STEAMBOAT CO., a Delaware corporation (the "Borrower") HEREBY UNCONDITIONALLY PROMISES TO PAY to the order of THE CHASE MANHATTAN BANK (the "Lender"), the principal sum...Revolving Loan Note • May 13th, 1997 • American Classic Voyages Co • Water transportation
AMENDMENT NUMBER 2 TO THE THIRD AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF APRIL 22, 1996 AMONG THE DELTA QUEEN STEAMBOAT CO., AMERICAN CLASSIC VOYAGES CO., THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY THERETO AND THE CHASE MANHATTAN...Credit Agreement • May 13th, 1997 • American Classic Voyages Co • Water transportation
WITNESSETH:Assignment and Assumption of Contract • November 14th, 2000 • American Classic Voyages Co • Water transportation
Contract No. MA-13626 AUTHORIZATION AGREEMENTAuthorization Agreement • November 14th, 2000 • American Classic Voyages Co • Water transportation
Contract No. MA-13625 COMMITMENT TO GUARANTEE OBLIGATIONSCommitment to Guarantee Obligations • November 14th, 2000 • American Classic Voyages Co • Water transportation
AMFAC CENTER OFFICE LEASEOffice Lease • March 31st, 1999 • American Classic Voyages Co • Water transportation • Hawaii
RECITALSFinancial Agreement • November 14th, 2000 • American Classic Voyages Co • Water transportation • New York
1 Exhibit 4(ii)(e)(4) TRUST INDENTURE Relating to United States Government Guaranteed Ship Financing ObligationsTrust Indenture • November 14th, 2000 • American Classic Voyages Co • Water transportation • New York
1 EXHIBIT 4.(ii)(d)(2) PROJECT AMERICA SHIP I, INC. United States Government Guaranteed Ship Financing Notes NOTE PURCHASE AGREEMENT Dated February 10, 2000 PROJECT AMERICA SHIP I, INC. United States Government Guaranteed Ship Financing Notes Variable...Note Purchase Agreement • August 14th, 2000 • American Classic Voyages Co • Water transportation • New York
BY AND AMONGFirst Preferred Ship Mortgage • May 13th, 1997 • American Classic Voyages Co • Water transportation
