CORNELL COMPANIES MANAGEMENT, LP (A Delaware Limited Partnership) LIMITED PARTNERSHIP AGREEMENT THESE PARTNERSHIP INTERESTS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR PURSUANT TO THE PROVISIONS OF ANY STATE SECURITIES...Limited Partnership Agreement • September 3rd, 2004 • Cornell Corrections of Rhode Island, Inc. • Services-facilities support management services • Delaware
This Agreement dated effective as of the 25th day of June, 2002, is made and entered into by and among Cornell Companies Administration, LLC, a Delaware limited liability company, as General Partner, and the Person listed on the signature pages attached hereto, as a Limited Partner, and such Persons who become Partners of the Partnership as hereinafter provided.
Limited Liability Company Agreement of Cornell Companies Administration, LLC (a Delaware Limited Liability Company)Limited Liability Company Agreement • September 3rd, 2004 • Cornell Corrections of Rhode Island, Inc. • Services-facilities support management services • Delaware
This Limited Liability Company Agreement of Cornell Companies Administration, LLC dated as of March 27, 2002 (this "Agreement"), is hereby adopted, executed and agreed to by the persons listed below.
Date] Exchange Agent AgreementExchange Agent Agreement • September 3rd, 2004 • Cornell Corrections of Rhode Island, Inc. • Services-facilities support management services • New York
[Name of issuer] (the "Company") proposes to make an offer (the "Exchange Offer") to exchange an aggregate principal amount of up to $ of its % Due (the "Registered Notes"), which have been registered under the Securities Act of 1933, as amended, for a like principal amount of the Company's outstanding % Due (the "Private Notes"). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus dated (the "Prospectus"), proposed to be distributed to all record holders of the Private Notes as of . The Private Notes and the Registered Notes are collectively referred to herein as the "Notes".
CORNELL COMPANIES, INC. 103/4% Senior Notes due 2012 Purchase AgreementPurchase Agreement • September 3rd, 2004 • Cornell Corrections of Rhode Island, Inc. • Services-facilities support management services • New York
Cornell Companies, Inc., a Delaware corporation (the "Company"), proposes to issue and sell to the several Initial Purchasers listed in Schedule 1 hereto (the "Initial Purchasers"), for whom you are acting as representative (the "Representative"), $112,000,000 principal amount of its 103/4% Senior Notes due 2012 (the "Securities"). The Securities will be issued pursuant to an Indenture to be dated as of June 24, 2004 (the "Indenture") among the Company, the guarantors listed in Schedule 2 hereto (the "Guarantors") and JPMorgan Chase Bank, as trustee (the "Trustee"), and will be guaranteed on an unsecured senior basis by each of the Guarantors (the "Guarantees").
