0001104659-04-035043 Sample Contracts

INTERCREDITOR AGREEMENT
Intercreditor Agreement • November 10th, 2004 • Washington Group International Inc • Services-engineering services • New York

This Intercreditor Agreement, dated as of July 31, 2004 (this “Agreement”), is among Credit Suisse First Boston, as administrative agent (in such capacity, the ”Agent”) for the Bank Creditors (as defined below), BNFL USA Group Inc., a Delaware corporation (the “Consortium Creditor”), Washington Group International, Inc., an Ohio corporation (“WGI”) and the affiliates of WGI from time to time party to the Consortium Security Agreement (together with WGI, collectively, “Debtors”).

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SECOND AMENDED AND RESTATED CONSORTIUM AGREEMENT
Consortium Agreement • November 10th, 2004 • Washington Group International Inc • Services-engineering services • Delaware

THIS SECOND AMENDED AND RESTATED CONSORTIUM AGREEMENT (this “Agreement”), effective as of July 31, 2004, is entered into by and between the following parties:

SECURITY AGREEMENT
Security Agreement • November 10th, 2004 • Washington Group International Inc • Services-engineering services • New York

THIS SECURITY AGREEMENT (this “Agreement”) dated as of July 31, 2004, among WASHINGTON GROUP INTERNATIONAL, INC., a Ohio corporation (“Obligor”); the other Persons listed as Debtors on the signature pages hereof (together with Obligor, collectively, “Original Debtors”); the Additional Debtors (as defined herein) from time to time party to this Agreement (together with Original Debtors, collectively, “Debtors”); and BNFL USA GROUP INC., a Delaware corporation (“Secured Party”).

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