Florida East Coast Railway Corp.* Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of January 25, 2011Indenture • May 5th, 2011 • Forida East Coast Railway L.L.C. • New York
EMPLOYMENT AGREEMENTEmployment Agreement • May 5th, 2011 • Forida East Coast Railway L.L.C. • Florida
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of May 24, 2010, by and among Florida East Coast Railway L.L.C., a Florida limited liability company (the “Company”), FECR Rail Corp., a Delaware corporation (“FECR Rail”), and James R. Hertwig (“Executive”). Where the context permits, references to “the Company” shall include the Company and any successor of the Company.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 5th, 2011 • Forida East Coast Railway L.L.C. • New York
FORM OF CONSULTING AGREEMENTConsulting Agreement • May 5th, 2011 • Forida East Coast Railway L.L.C. • Delaware
THIS CONSULTING AGREEMENT (this “Agreement”), is dated as of ________, by and among FECR Rail Corp., Florida East Coast Railway LLC (together with FECR Rail Corp, the “Company”), and _________ (“Consultant”).
FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT WITH RESPECT TO SHARES OF FECR RAIL CORP.Restricted Stock Unit Award Agreement • May 5th, 2011 • Forida East Coast Railway L.L.C. • Delaware
This Restricted Stock Unit Award Agreement (this “RSU Agreement”), is entered into as of , by and among FECR Rail Corp, a Delaware corporation (the “Company”), Florida East Coast Railway L.L.C., a Florida limited liability company (the “Railway LLC”), and (the “Grantee”). Capitalized terms not defined herein where they first occur shall have the meaning ascribed to them in the last Section hereof.
AMENDED AND RESTATED LEASE AGREEMENTLease Agreement • May 5th, 2011 • Forida East Coast Railway L.L.C. • Florida
THIS AMENDED AND RESTATED LEASE AGREEMENT (this “Lease”) is made and entered into as of the 1st day of January, 2011 (the “Effective Date”), by and between FDG HIALEAH LLC, a Delaware limited liability company, having an address at 2855 S. LeJeune Road, 4th Floor, Coral Gables, Florida 33134 (“Landlord”) and FLORIDA EAST COAST RAILWAY, L.L.C., a Florida limited liability company, having an address at 7411 Fullerton Street, Suite 300, Jacksonville, Florida 32256 (“Tenant”).
OPERATING AGREEMENT OF FLORIDA EAST COAST DELIVERIES, LLCOperating Agreement • May 5th, 2011 • Forida East Coast Railway L.L.C. • Florida
THIS OPERATING AGREEMENT (the “Agreement”) of Florida East Coast Deliveries, LLC (the “Company”) dated as of this 31st day of December, 2007, by Florida East Coast Railway, L.L.C., as the sole member of the Company (the “Member”).
OPERATING AGREEMENT OF FLORIDA EAST COAST RAILWAY, L.L.C.Operating Agreement • May 5th, 2011 • Forida East Coast Railway L.L.C. • Florida
THIS OPERATING AGREEMENT (this “Operating Agreement”) OF FLORIDA EAST COAST RAILWAY, L.L.C., a Florida limited liability company (the “Company”) is created this 10th day of September, 2000, by Florida East Coast Industries, Inc., the sole member of the Company.
ASSUMPTION AGREEMENTAssumption Agreement • May 5th, 2011 • Forida East Coast Railway L.L.C. • Florida
This Assumption Agreement (“Agreement”) is entered into and is effective as of March 15, 2011 by and between Miami-Dade County (“County”), a political subdivision of the State of Florida, and the Florida East Coast Railway, L.L.C., a Florida limited liability company (“FEC”).
OPERATING AGREEMENT OF FEC HIGHWAY SERVICES, L.L.C.Operating Agreement • May 5th, 2011 • Forida East Coast Railway L.L.C. • Florida
THIS OPERATING AGREEMENT (the “Agreement”) of FEC Highway Services, L.L.C. (the “Company”) dated as of this 31st day of December, 2007, by FECI Company, as the sole member of the Company (the “Member”).
