0000950129-05-002465 Sample Contracts

INTERCREDITOR AGREEMENT
Intercreditor Agreement • March 16th, 2005 • Quanta Services Inc • Electrical work • New York

THIS INTERCREDITOR AGREEMENT made and entered into this 14th day of March, 2005, by and between FEDERAL INSURANCE COMPANY, an Indiana corporation, and BANK OF AMERICA, N.A., a national banking association, as Lender Agent on behalf of the other Lender Parties. All capitalized terms will have the meaning set forth in Section 1.

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SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 16th, 2005 • Quanta Services Inc • Electrical work • New York

THIS SECOND AMENDMENT TO CREDIT AGREEMENT dated as of March 14, 2005 (the “Amendment”) is entered into among Quanta Services, Inc., a Delaware corporation (the “Borrower”), the Guarantors, the Lenders party hereto and Bank of America, N.A., as Administrative Agent. All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).

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