0001193125-12-101036 Sample Contracts

CREDIT AGREEMENT Dated as of March 1, 2012 among RAILAMERICA, INC., as a Borrower RAILAMERICA TRANSPORTATION CORP., as a Borrower The Several Lenders from Time to Time Parties Hereto MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent MORGAN...

Credit Agreement • March 7th, 2012 • Railamerica Inc /De • Railroads, line-haul operating • New York

• Contract Type
  Credit Agreement
• Filed
  March 7th, 2012
• Company
  Railamerica Inc /De
• Industry
  Railroads, line-haul operating
• Jurisdiction
  New York

CREDIT AGREEMENT, dated as of March 1, 2012, among RAILAMERICA, INC., a Delaware corporation (“RailAmerica”); RAILAMERICA TRANSPORTATION CORP., a Delaware corporation (“RATC,” together with RailAmerica, the “Borrowers” and each individually, a “Borrower”); the lenders party hereto from time to time (the “Lenders”); MORGAN STANLEY SENIOR FUNDING, INC., as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders; MORGAN STANLEY SENIOR FUNDING, INC., CITIGROUP GLOBAL MARKETS INC., DEUTSCHE BANK SECURITIES INC. and BANK OF MONTREAL (acting under its trade name of BMO CAPITAL MARKETS) as joint lead arrangers (in such capacity, the “Lead Arrangers”) and joint bookrunners (in such capacity, the “Joint Bookrunners”).

Contract

Railamerica Inc /De • March 7th, 2012 • Railroads, line-haul operating • New York

• Company
  Railamerica Inc /De
• Filed
  March 7th, 2012
• Industry
  Railroads, line-haul operating
• Jurisdiction
  New York

AMENDMENT NO. 1, dated as of March 1, 2012 (this “Amendment”), to that certain Credit Agreement, dated as of August 29, 2011 (as further amended, supplemented, amended and restated, waived or otherwise modified from time to time, the “Credit Agreement”), among RAILAMERICA, INC., a Delaware corporation (“RailAmerica”); RAILAMERICA TRANSPORTATION CORP., a Delaware corporation (“RATC,” together with RailAmerica, the “Borrowers” and each individually, a “Borrower”); the lenders party thereto from time to time (the “Lenders”), the LETTER OF CREDIT ISSUER party thereto from time to time; CITIBANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, the “Collateral Agent”) for the Lenders; and CITIGROUP GLOBAL MARKETS INC. (“CGMI”), as sole lead arranger and sole bookrunner (in such capacity, the “Lead Arranger”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Credit Ag