ContractStock Purchase and Indemnification Agreement • March 26th, 2004 • Overnite Corp • Trucking (no local) • Delaware
STOCK PURCHASE AND INDEMNIFICATION AGREEMENT (this “Agreement”) dated as of November 5, 2003, among UNION PACIFIC CORPORATION, a Utah corporation (“UPC”), OVERNITE CORPORATION, a Virginia corporation (“Overnite”), OVERNITE, INC., a Delaware corporation (“Overnite Delaware”), OVERNITE HOLDING, INC., a Delaware corporation (“OHI”), OVERNITE TRANSPORTATION COMPANY, a Virginia corporation (“OTC”), and MOTOR CARGO INDUSTRIES, INC., a Utah corporation (“MCI”).
SERVICES AGREEMENTServices Agreement • March 26th, 2004 • Overnite Corp • Trucking (no local) • New York
THIS SERVICES AGREEMENT (this “Agreement”) is made and entered into as of the 5th day of November, 2003 by and between Union Pacific Corporation, a Utah corporation, including all of its subsidiaries and affiliates (“UPC”), and Overnite Corporation, a Virginia corporation, including all of its now or hereafter existing subsidiaries and affiliates (“Overnite”).
COMPUTER SERVICES AGREEMENTComputer Services Agreement • March 26th, 2004 • Overnite Corp • Trucking (no local) • New York
THIS COMPUTER SERVICES AGREEMENT (this “Agreement”) is made and entered into as of the 5th day of November, 2003 (the “Effective Date”), by and between UNION PACIFIC CORPORATION, a Utah corporation (“UPC”), and OVERNITE CORPORATION, a Virginia corporation (“Overnite”).
TAX ALLOCATION AGREEMENT BY AND AMONG UNION PACIFIC CORPORATION, OVERNITE CORPORATION AND SUBSIDIARIES DATED AS OF NOVEMBER 5, 2003Tax Allocation Agreement • March 26th, 2004 • Overnite Corp • Trucking (no local) • Delaware
THIS AGREEMENT is entered into as of November 5, 2003, between Union Pacific Corporation (“UPC”), a Utah corporation, on behalf of itself and the other members of the UPC Consolidated Group and the UPC Unitary Group (both as hereinafter defined), and Overnite Corporation, a Virginia corporation, on behalf of itself and the other members of the Overnite Consolidated Group and the Overnite Unitary Group (both as hereinafter defined), which includes Overnite Holding, Inc. (“OHI”), a Delaware corporation.
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • March 26th, 2004 • Overnite Corp • Trucking (no local) • Virginia
THIS CHANGE OF CONTROL AGREEMENT (the “Agreement”) is made and entered into this day of , 2004, between OVERNITE CORPORATION, a Virginia corporation (the “Company”) and (the “Executive”). Certain capitalized terms used in this Agreement are defined in Section 7.
CREDIT AGREEMENT dated as of November 5, 2003, among OVERNITE TRANSPORTATION COMPANY, OVERNITE CORPORATION, THE LENDERS AND ISSUING BANKS NAMED HEREIN, SUNTRUST BANK, as Administrative Agent and Collateral Agent and CREDIT SUISSE FIRST BOSTON, as...Credit Agreement • March 26th, 2004 • Overnite Corp • Trucking (no local) • New York
CREDIT AGREEMENT dated as of November 5, 2003, among OVERNITE TRANSPORTATION COMPANY, a Virginia corporation (the “Borrower”), OVERNITE CORPORATION, a Virginia corporation (“Overnite”), the Lenders (as defined in Article I), SUNTRUST BANK, a Georgia banking corporation, as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, the “Collateral Agent”) for the Lenders and Issuing Banks, and CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch, as syndication agent (in such capacity, the “Syndication Agent”).
COMPENSATION ARRANGEMENT AGREEMENTCompensation Arrangement Agreement • March 26th, 2004 • Overnite Corp • Trucking (no local) • Virginia
THIS COMPENSATION ARRANGEMENT AGREEMENT (this “Agreement”) is made this 5th day of November, 2003 (the “Effective Date”), by and between UNION PACIFIC CORPORATION, a Utah corporation (“Union Pacific”), OVERNITE CORPORATION, a Virginia corporation (“Overnite”), and OVERNITE TRANSPORTATION COMPANY, a Virginia corporation (“OTC”).
