Exhibit 10.38 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT is made as of the 17th day of September, 1998 by and between Burlington Northern Santa Fe Corporation, a Delaware corporation (the "Company"), and the undersigned (the "Indemnitee"...Indemnification Agreement • March 31st, 1999 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • Delaware
Exhibit 1 Burlington Northern Santa Fe Corporation Debt Securities --------------- Underwriting Agreement ----------------------Underwriting Agreement • March 19th, 1998 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • New York
IndentureIndenture • March 19th, 1998 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • New York
Exhibit 1 BURLINGTON NORTHERN SANTA FE CORPORATION DEBT SECURITIES --------------- UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • February 8th, 1999 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • New York
BURLINGTON NORTHERN SANTA FE CORPORATION DEBT SECURITIES UNDERWRITING AGREEMENTUnderwriting Agreement • November 22nd, 1995 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • New York
RIGHTS AGREEMENTRights Agreement • December 23rd, 1999 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • Delaware
INDENTUREIndenture • February 8th, 1999 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • New York
Exhibit 10.37 INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT is made as of the 17th day of September, 1998 by and between Burlington Northern Santa Fe Corporation, a Delaware corporation (the "Company"), and the undersigned (the "Indemnitee"...Indemnification Agreement • March 31st, 1999 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • Delaware
December 3, 1997Employee Retention Agreement • March 31st, 1998 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating
Burlington Northern Santa Fe Corporation (the "Company") is willing to offer you the opportunity to receive the benefits as described in your Santa Fe Pacific Letter Agreement (change in control) dated June 20, 1994, as amended, between you and Santa Fe Pacific Corporation, and which was assumed by the Company on September 22, 1995.
ARTICLE I DEFINITIONS AND TERMSCombination Agreement • March 3rd, 2000 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • Delaware
Page ---- SECTION 1. DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 1.1 Defined Terms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 1.2 Other Definitional Provisions . . . . ....Revolving Credit Agreement • December 8th, 1995 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • New York
Burlington Northern Santa Fe, LLC UNDERWRITING AGREEMENT July 15, 2019Underwriting Agreement • July 24th, 2019 • Burlington Northern Santa Fe, LLC • Railroads, line-haul operating • New York
Burlington Northern Santa Fe, LLC, a Delaware limited liability company (the “Company”), proposes, subject to the terms and conditions stated herein (the “Underwriting Agreement”), between the Company on the one hand and you, as Representatives of the several underwriters named in Schedule I hereto (the “Underwriters”), on the other hand, to issue and sell to the Underwriters the Securities specified in Schedule II hereto (the “Securities”). All provisions contained in the document entitled Burlington Northern Santa Fe, LLC Underwriting Agreement Standard Provisions (Debt Securities), a copy of which is attached hereto (the “Standard Provisions”), are hereby incorporated by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions had been set forth in full herein. Unless otherwise defined herein, terms defined in the Standard Provisions are used herein as therein defined.
BURLINGTON NORTHERN SANTA FE, LLC POWER OF ATTORNEY February 12, 2010Power of Attorney • February 12th, 2010 • Burlington Northern Santa Fe, LLC • Railroads, line-haul operating
WHEREAS, on February 12, 2010, pursuant to the Agreement and Plan of Merger, dated as of November 2, 2009, by and among Burlington Northern Santa Fe Corporation (the “Company”), Berkshire Hathaway Inc., a Delaware corporation (“Berkshire”), and R Acquisition Company, LLC, a Delaware limited liability company wholly owned by Berkshire (the “Merger Subsidiary”), the Company merged with and into the Merger Subsidiary, with the Merger Subsidiary surviving as a wholly owned subsidiary of Berkshire (the “Merger”);
Exhibit 10.1 RESIGNATION AND RELEASE AGREEMENT This Resignation and Release Agreement ("Agreement") is entered into this 27th day of July, 1999 between Denis E. Springer ("Employee") and The Burlington Northern and Santa Fe Railway Company. WHEREAS,...Resignation and Release Agreement • November 15th, 1999 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating
BURLINGTON NORTHERN SANTA FE CORPORATION Issuer THE FIRST NATIONAL BANK OF CHICAGO Trustee INDENTUREIndenture • November 22nd, 1995 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • New York
E-20Retirement Benefit Agreement • August 9th, 2002 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating
RECITALSStock Option Agreement • March 3rd, 2000 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • New York
Burlington Northern Santa Fe, LLC UNDERWRITING AGREEMENT June 3, 2024Underwriting Agreement • June 7th, 2024 • Burlington Northern Santa Fe, LLC • Railroads, line-haul operating
Burlington Northern Santa Fe, LLC, a Delaware limited liability company (the “Company”), proposes, subject to the terms and conditions stated herein (the “Underwriting Agreement”), between the Company on the one hand and you, as Representatives of the several underwriters named in Schedule I hereto (the “Underwriters”), on the other hand, to issue and sell to the Underwriters the Securities specified in Schedule II hereto (the “Securities”). All provisions contained in the document entitled Burlington Northern Santa Fe, LLC Underwriting Agreement Standard Provisions (Debt Securities), a copy of which is attached hereto (the “Standard Provisions”), are hereby incorporated by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions had been set forth in full herein. Unless otherwise defined herein, terms defined in the Standard Provisions are used herein as therein defined.
RECITALSStock Option Agreement • December 21st, 1999 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • New York
LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF BURLINGTON NORTHERN SANTA FE, LLCLimited Liability Company Operating Agreement • February 26th, 2024 • Burlington Northern Santa Fe, LLC • Railroads, line-haul operating • Delaware
This Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of Burlington Northern Santa Fe, LLC (formerly known as R Acquisition Company, LLC), a Delaware limited liability company (the “Company”), is adopted by National Indemnity Company (the “Sole Member”), the sole member of the Company, effective as of February 12, 2010, and it completely amends and restates that certain Limited Liability Company Operating Agreement of R Acquisition Company, LLC, dated November 2, 2009.
AWARD AGREEMENT INCLUDING NOTICE OF GRANT DATED MAY 2, 2005, AND MASTER STOCK OPTION TERMS AND CONDITIONSStock Option Agreement • May 6th, 2005 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating
The Compensation and Development Committee of the Burlington Northern Santa Fe Corporation (the "Company") Board of Directors has awarded you a grant of Incentive Stock Options (ISOs) and a grant of Non-Qualified Stock Options (NQSOs) as follows:
Amended and Restated Change in Control Agreement as of December 31, 2007Change in Control Agreement • February 15th, 2008 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • Texas
Burlington Northern Santa Fe Corporation (the “Corporation”) considers it essential to the best interests of its stockholders to foster the continuous employment of key management personnel. In this connection, the Board of Directors of the Corporation (the “Board”) recognizes that, as is the case with many publicly held corporations, the possibility of a Change in Control (as defined in Section 2) may exist, and that such possibility, and the uncertainty and questions which it may raise among management, may result in the departure or distraction of management personnel to the detriment of the Corporation and its stockholders.
BURLINGTON NORTHERN SANTA FE INCENTIVE BONUS STOCK PROGRAM AWARD AGREEMENTIncentive Bonus Stock Program Award Agreement • February 17th, 2006 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating
This Agreement (“Agreement”) was made and entered into this 16th day of February, 2005 by and between Burlington Northern Santa Fe Corporation, a Delaware Corporation, (hereinafter “BNSF”) and
Exhibit 10.18 January 6, 1999 Dear: With reference to the Letter Agreement between you and the Burlington Northern Santa Fe Corporation (the "Corporation") regarding Change in Control, as amended, The Burlington Northern and Santa Fe Railway Company...Letter Agreement Regarding Change in Control • February 15th, 2002 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating
Burlington Northern Santa Fe Corporation UNDERWRITING AGREEMENT August 14, 2006Underwriting Agreement • August 17th, 2006 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • New York
Burlington Northern Santa Fe Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein (the “Underwriting Agreement”), between the Company on the one hand and you, as Representatives of the several underwriters named in Schedule I hereto (the “Underwriters”), on the other hand, to issue and sell to the Underwriters the Securities specified in Schedule II hereto (the “Securities”). All provisions contained in the document entitled Burlington Northern Santa Fe Corporation Underwriting Agreement Standard Provisions (Debt Securities), a copy of which is attached hereto (the “Standard Provisions”), are hereby incorporated by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions had been set forth in full herein. Unless otherwise defined herein, terms defined in the Standard Provisions are used herein as therein defined.
ContractReplacement Capital Covenant • February 17th, 2006 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating
Replacement Capital Covenant, dated as of December 15, 2005 (this “Replacement Capital Covenant”), by Burlington Northern Santa Fe Corporation, a Delaware corporation (together with its successors and assigns, the “Corporation”), in favor of and for the benefit of each Covered Debtholder (as defined below).
Burlington Northern Santa Fe, LLC UNDERWRITING AGREEMENT May 16, 2011Underwriting Agreement • May 19th, 2011 • Burlington Northern Santa Fe, LLC • Railroads, line-haul operating • New York
Burlington Northern Santa Fe, LLC, a Delaware limited liability company (the “Company”), proposes, subject to the terms and conditions stated herein (the “Underwriting Agreement”), between the Company on the one hand and you, as Representatives of the several underwriters named in Schedule I hereto (the “Underwriters”), on the other hand, to issue and sell to the Underwriters the Securities specified in Schedule II hereto (the “Securities”). All provisions contained in the document entitled Burlington Northern Santa Fe, LLC Underwriting Agreement Standard Provisions (Debt Securities), a copy of which is attached hereto (the “Standard Provisions”), are hereby incorporated by reference in their entirety and shall be deemed to be a part of this Agreement to the same extent as if such provisions had been set forth in full herein. Unless otherwise defined herein, terms defined in the Standard Provisions are used herein as therein defined.
CREDIT AGREEMENT dated as of November 18, 2009 among BERKSHIRE HATHAWAY INC., The LENDERS Party Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent and WELLS FARGO BANK, N.A., as Syndication Agent as Lead Arranger and Sole Bookrunner and WELLS...Credit Agreement • November 19th, 2009 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating • New York
CREDIT AGREEMENT dated as of November 18, 2009 (this “Agreement”), among BERKSHIRE HATHAWAY INC., a Delaware corporation (the “Borrower”); the LENDERS from time to time party hereto; and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
BURLINGTON NORTHERN SANTA FE SPECIAL RETENTION RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • February 15th, 2008 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating
This Award Agreement ("Award Agreement") was made and entered into this ___day of ________, _______(“Grant Date”) by and between Burlington Northern Santa Fe Corporation, a Delaware Corporation, (hereinafter "BNSF") and
BURLINGTON NORTHERN SANTA FE PERFORMANCE STOCK AWARD AGREEMENTPerformance Stock Award Agreement • May 6th, 2005 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating
This Agreement ("Agreement") is made and entered into as of the 2nd day of May, 2005, by and between Burlington Northern Santa Fe Corporation, a Delaware Corporation, (hereinafter "BNSF" or the "Company") and
BURLINGTON NORTHERN SANTA FE, LLC and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., Trustee TWENTY-SIXTH SUPPLEMENTAL INDENTURE Dated as of June 7, 2022 to INDENTURE Dated as of December 1, 1995 4.450% Debentures due January 15, 2053Twenty-Sixth Supplemental Indenture • June 7th, 2022 • Burlington Northern Santa Fe, LLC • Railroads, line-haul operating • New York
TWENTY-SIXTH SUPPLEMENTAL INDENTURE, dated as of June 7, 2022 (this “Supplemental Indenture”), between Burlington Northern Santa Fe, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (as successor-in-interest to Burlington Northern Santa Fe Corporation), having its principal office at 2650 Lou Menk Drive, Fort Worth, Texas 76131-2830 (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.), a national banking association, as successor-in-interest to J.P. Morgan Trust Company, National Association, as successor-in-interest to Bank One Trust Company, N.A., as successor-in-interest to The First National Bank of Chicago, as trustee (the “Trustee”), having a corporate trust office at 601 Travis Street, 16th Floor, Houston, Texas 77002 (such address, as changed from time to time by the Trustee with notice to the Holders, the “Corporate Trust Office”).
First Amendment of the Burlington Northern Santa Fe Corporation Amended and Restated Benefits Protection Trust AgreementBenefits Protection Trust Agreement • October 23rd, 2007 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating
THIS AMENDMENT (the "Amendment"), made as of the 4th day of October, 2007, by and between BURLINGTON NORTHERN SANTA FE CORPORATION, a corporation organized and existing under the laws of the State of Delaware (the "Company"), and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association (hereinafter referred to as the "Trustee");
BURLINGTON NORTHERN SANTA FE, LLC and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., Trustee ELEVENTH SUPPLEMENTAL INDENTURE Dated as of August 23, 2012 to INDENTURE Dated as of December 1, 1995 3.050% Debentures due September 1, 2022 4.375%...Eleventh Supplemental Indenture • August 23rd, 2012 • Burlington Northern Santa Fe, LLC • Railroads, line-haul operating • New York
ELEVENTH SUPPLEMENTAL INDENTURE, dated as of August 23, 2012 (this “Supplemental Indenture”), between Burlington Northern Santa Fe, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (as successor in interest to Burlington Northern Santa Fe Corporation), having its principal office at 2650 Lou Menk Drive, Fort Worth, Texas 76131-2830 (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.), a national banking association, as successor in interest to J.P. Morgan Trust Company, National Association, as successor in interest to Bank One Trust Company, N.A., as successor in interest to The First National Bank of Chicago, as trustee, having a corporate trust office at 601 Travis Street, 16th Floor, Houston, Texas 77002 (the “Trustee”).
ContractBenefits Protection Trust Agreement • February 11th, 2010 • Burlington Northern Santa Fe Corp • Railroads, line-haul operating
ContractSupplemental Indenture • February 16th, 2010 • Burlington Northern Santa Fe, LLC • Railroads, line-haul operating • New York
SECOND SUPPLEMENTAL INDENTURE, dated as of February 11, 2010 (this “Supplemental Indenture”), by and among Burlington Northern Santa Fe Corporation, a Delaware corporation (the “Issuer”), R Acquisition Company, LLC, a Delaware limited liability company (the “Company”), and U.S. Bank Trust National Association, a national banking association, as trustee (the “Trustee”).
