REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 3rd, 2012 • Genesee & Wyoming Inc • Railroads, line-haul operating • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 1, 2012, is by and among Genesee & Wyoming Inc., a Delaware corporation (the “Company”), and each of the Persons listed on Schedule 1 hereto (collectively, the “Purchasers”). The Purchasers and any other Person who may become a party hereto pursuant to Section 11(c) are referred to individually as a “Shareholder” and collectively as the “Shareholders”.
SENIOR SECURED SYNDICATED FACILITY AGREEMENT Dated as of October 1, 2012 among GENESEE & WYOMING INC. and RP ACQUISITION COMPANY TWO, as Domestic Borrowers QUEBEC GATINEAU RAILWAY INC., as Canadian Borrower ROTTERDAM RAIL FEEDING B.V., as European...Senior Secured Syndicated Facility Agreement • October 3rd, 2012 • Genesee & Wyoming Inc • Railroads, line-haul operating
This SENIOR SECURED SYNDICATED FACILITY AGREEMENT (this “Credit Agreement”) is made as of October 1, 2012 by and among (a) GENESEE & WYOMING INC., a Delaware corporation (“GWI”) and RP ACQUISITION COMPANY TWO, a Delaware corporation (“RP” and, together with GWI, collectively, the “Domestic Borrowers”), (b) QUEBEC GATINEAU RAILWAY INC., a corporation constituted under the laws of Quebec, Canada (the “Canadian Borrower”), (c) GENESEE & WYOMING AUSTRALIA PTY LTD (ACN 079 444 296), a proprietary limited liability company incorporated under the laws of the Commonwealth of Australia (the “Australian Borrower”), (d) ROTTERDAM RAIL FEEDING B.V., a private limited liability company (besloten vennootschap) incorporated under the laws of the Netherlands with its statutory seat in Dordrecht, the Netherlands (the “European Borrower”), (e) the Subsidiaries of GWI listed on Schedule I and any other Person which may become a guarantor of the U.S. Obligations in accordance with §9.14 (the “U.S. Guarant
VOTING TRUST AGREEMENTVoting Trust Agreement • October 3rd, 2012 • Genesee & Wyoming Inc • Railroads, line-haul operating
THIS VOTING TRUST AGREEMENT (this “Voting Trust” or “Agreement”) is made and entered into this 28th day of September, 2012, by and between Genesee & Wyoming Inc., a Delaware corporation (“Settlor”), and R. Lawrence McCaffrey (the “Trustee”), whose address is c/o Unirail, 110 East 59th Street, 23rd Floor, New York, NY 10022. This Voting Trust is being entered into pursuant to the Guidelines for the Proper Use of Voting Trusts as set forth in 49 C.F.R. Part 1013.
