1 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (the "Amendment"), dated as of May 31, 1996, effective on June 30, 1996, is entered into by and among GRANITE...Credit Agreement • March 27th, 1997 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
RECITALSCredit Agreement • March 30th, 2000 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
EXHIBIT 10.1 CREDIT AGREEMENT Dated as of June 27, 2003Assignment and Assumption Agreement • August 14th, 2003 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
EXHIBIT 10.1 ------------------------------------------------------------------------------- [BANK OF AMERICA LOGO] CREDIT AGREEMENT Dated as of June 29, 2001Credit Agreement • August 14th, 2001 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
EXHIBIT 10.3 GRANITE CONSTRUCTION INCORPORATED FIRST AMENDMENT Dated as of June 15, 2003Note Purchase Agreement • August 14th, 2003 • Granite Construction Inc • Heavy construction other than bldg const - contractors
CREDIT AGREEMENT Dated as of June 22, 2010 among GRANITE CONSTRUCTION INCORPORATED, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, BBVA COMPASS and BANK OF THE WEST, as Co- Syndication Agents and The...Credit Agreement • August 2nd, 2010 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
This CREDIT AGREEMENT (“Agreement”) is entered into as of June 22, 2010, among GRANITE CONSTRUCTION INCORPORATED, a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
RECITALSCredit Agreement • March 31st, 1999 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
Exhibit A Notice of Borrowing Exhibit B Notice of Conversion/Continuation Exhibit C Letter of Credit Application Exhibit D Form of Legal Opinion of Michael Futch Exhibit E Form of Job Status Report Exhibit F Form of List of Anticipated Construction...Credit Agreement • March 31st, 1998 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
EXHIBIT 10.2 CONSENT AND AGREEMENT OF GUARANTORS Reference is made to that Credit Agreement dated as of June 27, 2003 among Granite Construction Incorporated, Bank of America, N.A., as Administrative Agent, and the Lenders party thereto (as amended,...Consent and Agreement • November 5th, 2004 • Granite Construction Inc • Heavy construction other than bldg const - contractors
THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 5th, 2018 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of May 31, 2018, among GRANITE CONSTRUCTION INCORPORATED, a Delaware corporation (the “Company” and a “Borrower”), GRANITE CONSTRUCTION COMPANY, a California corporation (“GCC” and a “Borrower”), GILC INCORPORATED, a California corporation (“GILC” and a “Borrower”, and together with Company and GCC, collectively, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer.
EXHIBIT 10.1 FIRST AMENDMENT AGREEMENT THIS FIRST AMENDMENT AGREEMENT (this "Amendment") is entered into as of September 15, 2004 among GRANITE CONSTRUCTION INCORPORATED, a Delaware corporation (the "Borrower"), the several financial institutions...First Amendment Agreement • November 5th, 2004 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
1 EXHIBIT 10.3 EXECUTION COPY ================================================= =============================== GRANITE CONSTRUCTION INCORPORATED $75,000,000 6.96% Senior Notes due May 1, 2013 NOTE PURCHASE AGREEMENT Dated as of May 1, 2001 THE...Subsidiary Guaranty Agreement • August 14th, 2001 • Granite Construction Inc • Heavy construction other than bldg const - contractors • New York
Exhibit 10.14 EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into effective as of the 20th day of April, 1990, by and between Granite Construction Company (the "Company") and William G. Dorey (the Executive"). The Company recognizes that the...Employment Agreement • May 18th, 2005 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
LIMITED WAIVER AND AMENDMENT NO. 6 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 7th, 2021 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of May 31, 2018, among GRANITE CONSTRUCTION INCORPORATED, a Delaware corporation (the “Company” and a “Borrower”), GRANITE CONSTRUCTION COMPANY, a California corporation (“GCC” and a “Borrower”), GILC INCORPORATED, a California corporation (“GILC” and a “Borrower”, and together with Company and GCC, collectively, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer.
AMENDMENT NO. 1 CREDIT AGREEMENTCredit Agreement • December 30th, 2010 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
This CREDIT AGREEMENT (“Agreement”) is entered into as of June 22, 2010, among GRANITE CONSTRUCTION INCORPORATED, a Delaware corporation (the “Company” and a “Borrower”), GRANITE CONSTRUCTION COMPANY, a California corporation (“GCC” and a “Borrower”), GILC INCORPORATED, a California corporation (“GILC” and a “Borrower”, and together with Company and GCC, collectively, the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
LIMITED CONSENT AND AMENDMENT NO. 5 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 30th, 2021 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of May 31, 2018, among GRANITE CONSTRUCTION INCORPORATED, a Delaware corporation (the “Company” and a “Borrower”), GRANITE CONSTRUCTION COMPANY, a California corporation (“GCC” and a “Borrower”), GILC INCORPORATED, a California corporation (“GILC” and a “Borrower”, and together with Company and GCC, collectively, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer.
AMENDMENT NO. 2 TO third AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 30th, 2019 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of May 31, 2018, among GRANITE CONSTRUCTION INCORPORATED, a Delaware corporation (the “Company” and a “Borrower”), GRANITE CONSTRUCTION COMPANY, a California corporation (“GCC” and a “Borrower”), GILC INCORPORATED, a California corporation (“GILC” and a “Borrower”, and together with Company and GCC, collectively, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer.
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 2, 2022 among GRANITE CONSTRUCTION INCORPORATED, GRANITE CONSTRUCTION COMPANY and GILC INCORPORATED, as the Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent,...Granite Construction Inc • June 6th, 2022 • Heavy construction other than bldg const - contractors • California
This FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 2, 2022, among GRANITE CONSTRUCTION INCORPORATED, a Delaware corporation (the “Company” and a “Borrower”), GRANITE CONSTRUCTION COMPANY, a California corporation (“GCC” and a “Borrower”), GILC INCORPORATED, a California corporation (“GILC” and a “Borrower”, and together with Company and GCC, collectively, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer.
RECITALSCredit Agreement • March 31st, 1998 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
ContractMaster Agreement • August 2nd, 2010 • Granite Construction Inc • Heavy construction other than bldg const - contractors • New York
ARTICLE II GUARANTY BY GUARANTORSContinuing Guaranty Agreement • August 14th, 2003 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
Granite Construction Incorporated Amendment No. 2 to Fourth Amended and Restated Credit Agreement Signature Page IN WITNESS WHEREOF, the parties hereto have caused this instrument to be made, executed and delivered by their duly authorized officers as...Credit Agreement • December 5th, 2023 • Granite Construction Inc • Heavy construction other than bldg const - contractors
Dealer Address]Granite Construction Inc • November 1st, 2019 • Heavy construction other than bldg const - contractors
To: Granite Construction Incorporated 585 West Beach Street Watsonville, California 95706 Attention: [Title of contact] Telephone No.: [____________] Facsimile No.: [____________]
Exhibit 10.14.a ASSIGNMENT AND AMENDMENT TO EMPLOYMENT AGREEMENT This Assignment and Amendment to Employment Agreement is entered into effective as of February 1, 1997 by and among Granite Construction Company ("Granite Co."), Granite Construction...Employment Agreement • May 12th, 2005 • Granite Construction Inc • Heavy construction other than bldg const - contractors
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 11, 2012 among GRANITE CONSTRUCTION INCORPORATED, GRANITE CONSTRUCTION COMPANY and GILC INCORPORATED, as the Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent, Swing...Granite Construction Inc • October 17th, 2012 • Heavy construction other than bldg const - contractors • California
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of October 11, 2012, among GRANITE CONSTRUCTION INCORPORATED, a Delaware corporation (the “Company” and a “Borrower”), GRANITE CONSTRUCTION COMPANY, a California corporation (“GCC” and a “Borrower”), GILC INCORPORATED, a California corporation (“GILC” and a “Borrower”, and together with Company and GCC, collectively, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer.
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • June 4th, 2021 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
Granite Construction Incorporated has granted to the Participant named in the Notice of Grant of Restricted Stock Unit (the “Notice”), which together with this Restricted Stock Unit Agreement (the “Agreement”) has been delivered electronically to the Participant, an Award consisting of common stock equivalents subject to the terms and conditions set forth in the Notice and this Agreement. The Award has been granted pursuant to the Granite Construction Incorporated 2021 Equity Incentive Plan (the “Plan”), as amended to the date of grant. By accepting the Award, the Participant: (a) represents that the Participant has read and is familiar with the terms and conditions of the Notice, this Agreement and the Plan, (b) accepts the Award subject to all of the terms and conditions of the Notice, this Agreement and the Plan, (c) agrees to accept as binding, conclusive and final all decisions or interpretations of the Committee upon any questions arising under the Notice, this Agreement and the
GRANITE CONSTRUCTION INCORPORATED AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of May 11, 2023 3.75% Convertible Senior Notes due 2028Granite Construction Incorporated and Wilmington Trust • May 11th, 2023 • Granite Construction Inc • Heavy construction other than bldg const - contractors • New York
INDENTURE dated as of May 11, 2023 between Granite Construction Incorporated, a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
ARTICLE IContinuing Guaranty Agreement • August 14th, 2001 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
GRANITE CONSTRUCTION INCORPORATED SECOND AMENDMENT Dated as of October 11, 2012 to NOTE PURCHASE AGREEMENT Dated as of May 1, 2001 RE: $75,000,000 6.96% Senior Notes Due May 1, 2013Note Purchase Agreement • November 7th, 2012 • Granite Construction Inc • Heavy construction other than bldg const - contractors
This Second Amendment dated as of October 11, 2012 (the or this “Second Amendment”) to that certain Note Purchase Agreement dated as of May 1, 2001 is between Granite Construction Incorporated, a Delaware corporation (the “Company”), and each of the institutional investors listed on the signature pages hereto (collectively, the “Noteholders”).
THIRD AMENDED AND RESTATED GUARANTY AGREEMENTGuaranty Joinder Agreement • June 5th, 2018 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
THIS THIRD AMENDED AND RESTATED GUARANTY AGREEMENT dated as of May 31, 2018 (this “Guaranty Agreement”), is being entered into among EACH OF THE UNDERSIGNED AND EACH OTHER PERSON WHO SHALL BECOME A PARTY HERETO BY EXECUTION OF A GUARANTY JOINDER AGREEMENT (each a “Guarantor” and collectively the “Guarantors”) and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) for each of the Secured Bank Creditors (as defined in the Credit Agreement referenced below). All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
LAYNE CHRISTENSEN COMPANY AS ISSUER AND GRANITE CONSTRUCTION INCORPORATED (SOLELY FOR PURPOSES OF SECTION 2.02 HEREOF) FIRST SUPPLEMENTAL INDENTURE DATED AS OF JUNE 14, 2018 to INDENTURE DATED AS OF MARCH 2, 2015 AS TRUSTEE AND COLLATERAL AGENTFirst Supplemental Indenture • June 14th, 2018 • Granite Construction Inc • Heavy construction other than bldg const - contractors • New York
FIRST SUPPLEMENTAL INDENTURE dated as of June 14, 2018 (this “First Supplemental Indenture”), among Layne Christensen Company, a Delaware corporation (the “Company”), Granite Construction Incorporated, a Delaware corporation (“Granite”) solely for purposes of Section 2.02 hereof), and U.S. Bank National Association, a federal savings bank, as trustee (the “Trustee”) and as collateral agent.
AGREEMENT AND PLAN OF MERGER by and among LAYNE CHRISTENSEN COMPANY, GRANITE CONSTRUCTION INCORPORATED and LOWERCASE MERGER SUB INCORPORATED Dated as of February 13, 2018Agreement and Plan of Merger • February 14th, 2018 • Granite Construction Inc • Heavy construction other than bldg const - contractors • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of February 13, 2018, by and among Layne Christensen Company, a Delaware corporation (the “Company”), Granite Construction Incorporated, a Delaware corporation (“Parent”), and Lowercase Merger Sub Incorporated, a Delaware corporation and wholly owned Subsidiary of Parent (“Merger Sub” and collectively with the Company and Parent, the “Parties”).
RECITALSIndemnity Agreement • March 28th, 2003 • Granite Construction Inc • Heavy construction other than bldg const - contractors • Delaware
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Joinder Agreement • October 17th, 2012 • Granite Construction Inc • Heavy construction other than bldg const - contractors • California
THIS AMENDED AND RESTATED SECURITY AGREEMENT dated as of October 11, 2012 (this “Security Agreement”) is being entered into among GRANITE CONSTRUCTION INCORPORATED, a Delaware corporation (the “Company” and a “Borrower”), GRANITE CONSTRUCTION COMPANY, a California corporation (“GCC” and a “Borrower”), GILC INCORPORATED, a California corporation (“GILC” and a “Borrower”, and together with the Company and GCC, collectively, the “Borrowers”), EACH OF THE UNDERSIGNED SUBSIDIARIES OF THE COMPANY AND EACH OTHER PERSON WHO SHALL BECOME A PARTY HERETO BY EXECUTION OF A SECURITY JOINDER AGREEMENT (each a “Guarantor” and, together with the Borrowers, collectively, the “Grantors”), and BANK OF AMERICA, N.A., as collateral agent (in such capacity, the “Collateral Agent”) for each of the Secured Creditors (as defined in the Intercreditor Agreement referenced below).
PURCHASE AGREEMENT by and among LAYNE HEAVY CIVIL, INC., GRANITE CONSTRUCTION INTERNATIONAL, GRANITE CONSTRUCTION INCORPORATED, INLAND PIPE REHABILITATION LLC and 1000097155 ONTARIO INC. Dated as of February 2, 2022Purchase Agreement • February 3rd, 2022 • Granite Construction Inc • Heavy construction other than bldg const - contractors • Delaware
This Purchase Agreement, dated as of February 2, 2022, is by and among Layne Heavy Civil, Inc., an Indiana corporation (“US Seller”), Granite Construction International, a California corporation (“International Seller” and, together with US Seller, “Sellers”), Granite Construction Incorporated, a Delaware corporation and the indirect owner of each Seller (“Seller Parent”), Inland Pipe Rehabilitation LLC, a Michigan limited liability company (“US Buyer”), and 1000097155 Ontario Inc., a Ontario corporation (“International Buyer” and, together with US Buyer, “Buyers”). Sellers and Buyers are each referred to herein individually as a “Party” and collectively as the “Parties.”
