REGISTRATION RIGHTS AGREEMENT by and among AECOM Technology Corporation AECOM Government Services, Inc. AECOM Technical Services, Inc. Tishman Construction Corporation the other Guarantors from time to time party hereto and Merrill Lynch, Pierce,...Registration Rights Agreement • October 8th, 2014 • Aecom Technology Corp • Services-engineering services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 6, 2014, by and among AECOM Technology Corporation, a Delaware corporation (the “Company”), and AECOM Government Services, Inc., AECOM Technical Services, Inc. and Tishman Construction Corporation (collectively, the “AECOM Guarantors”), on the one hand, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative (the “Representative”) of the Initial Purchasers named in the Purchase Agreement (as defined below) (the “Initial Purchasers”), on the other hand, who have agreed to purchase (i) the Company’s 5.750% Senior Notes due 2022 (the “2022 Notes”) and (ii) the Company’s 5.875% Senior Notes due 2024 (the “2024 Notes” and, together with the 2022 Notes, the “Initial Notes”) fully and unconditionally guaranteed by the AECOM Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. Upon consummation of the Merger (as defined in the Purchase Agreement), URS Corporation and each
and each of the Subsidiary Guarantors named herein 5.750% SENIOR NOTES DUE 2022 and 5.875% SENIOR NOTES DUE 2024Indenture • October 8th, 2014 • Aecom Technology Corp • Services-engineering services • New York
INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below).
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of September 30, 2011 among AECOM TECHNOLOGY CORPORATION, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, UNION BANK, N.A., WELLS FARGO BANK, N.A., HSBC BANK USA, NATIONAL ASSOCIATION,...Credit Agreement • October 6th, 2011 • Aecom Technology Corp • Services-engineering services • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of September 30, 2011, among AECOM TECHNOLOGY CORPORATION, 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, with reference to the following facts:
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 7, 2013 among AECOM TECHNOLOGY CORPORATION, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, UNION BANK, N.A., BBVA COMPASS, HSBC BANK USA, NATIONAL ASSOCIATION, KEYBANK...Credit Agreement • June 13th, 2013 • Aecom Technology Corp • Services-engineering services • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 7, 2013, among AECOM TECHNOLOGY CORPORATION, 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, with reference to the following facts:
5.125% SENIOR NOTES DUE 2027Indenture • February 21st, 2017 • Aecom • Services-engineering services • New York
INDENTURE dated as of February 21, 2017 among AECOM, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below).
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of January 29, 2014 among AECOM TECHNOLOGY CORPORATION, and CERTAIN SUBSIDIARIES as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and a L/C Issuer, UNION BANK, N.A.,...Credit Agreement • January 31st, 2014 • Aecom Technology Corp • Services-engineering services • New York
This FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of January 29, 2014, among AECOM Technology Corporation, a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and each a “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 a L/C Issuer, with reference to the following facts:
THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 20, 2011 among AECOM TECHNOLOGY CORPORATION, and CERTAIN SUBSIDIARIES as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and a L/C Issuer, UNION BANK, N.A., BNP...Credit Agreement • July 26th, 2011 • Aecom Technology Corp • Services-engineering services • New York
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of July 20, 2011, among AECOM Technology Corporation, a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and each a “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 a L/C Issuer, with reference to the following facts:
35,150,000 Shares AECOM TECHNOLOGY CORPORATION COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • May 9th, 2007 • Aecom Technology Corp • Services-engineering services • New York
4,000,000 Shares AECOM TECHNOLOGY CORPORATION COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • March 4th, 2009 • Aecom Technology Corp • Services-engineering services • New York
AMENDMENT NO. 12 TO CREDIT AGREEMENT (LIBOR TRANSITION)Credit Agreement • August 9th, 2023 • Aecom • Services-engineering services • New York
This SYNDICATED FACILITY AGREEMENT (“Agreement”) is entered into as of October 17, 2014, among AECOM, a Delaware corporation (the “Company”), certain Subsidiaries of the Company that are Restricted Subsidiaries and are from time to time party hereto pursuant to Section 2.15 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and each, a “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 an L/C Issuer.
2021 REFINANCING AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 10th, 2021 • Aecom • Services-engineering services • New York
This SYNDICATED FACILITY AGREEMENT (“Agreement”) is entered into as of October 17, 2014, among AECOM, a Delaware corporation (the “Company”), certain Subsidiaries of the Company that are Restricted Subsidiaries and are from time to time party hereto pursuant to Section 2.15 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and each, a “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 an L/C Issuer.
AMENDMENT No. 10 TO CREDIT AGREEMENT (INCREMENTAL TERM B fACILITY)Syndicated Facility Agreement • April 13th, 2021 • Aecom • Services-engineering services • New York
This SYNDICATED FACILITY AGREEMENT (“Agreement”) is entered into as of October 17, 2014, among AECOM, a Delaware corporation (the “Company”), certain Subsidiaries of the Company that are Restricted Subsidiaries and are from time to time party hereto pursuant to Section 2.15 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and each, a “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 an L/C Issuer.
EMPLOYMENT AGREEMENTEmployment Agreement • February 11th, 2015 • Aecom • Services-engineering services • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made by and between AECOM Technology Corporation, a Delaware corporation (the “Company” or “AECOM”), and George L. Nash, Jr. (“Executive”) as of January 1, 2015 (the “Effective Date”).
Second Amended and Restated Credit Agreement Dated as of August 31, 2007 among AECOM Technology Corporation, The Subsidiary Borrowers Bank of America, N.A., as the Administrative Agent, Union Bank of California, N.A., Wells Fargo Bank, N.A., BMO...Credit Agreement • September 7th, 2007 • Aecom Technology Corp • Services-engineering services • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of August 31, 2007 (this “Agreement”) among AECOM Technology Corporation, a Delaware corporation (the “Company”), each Wholly-Owned Subsidiary of the Company from time to time after the Amendment Effective Date designated as a borrower hereunder (each, a “Subsidiary Borrower”, and collectively, the “Subsidiary Borrowers”, and together with the Company, the “Borrowers”), the several financial institutions from time to time parties hereto (each, a “Lender” and collectively, the “Lenders”), Bank of America, N.A., Union Bank of California, N.A., Harris N.A. (solely in the case of those Existing Letters of Credit referred to below that were issued by Harris N.A.), HSBC Bank USA, National Association, and BNP Paribas, in their respective capacities as a letter of credit issuing lender (each, an “Issuing Lender” and collectively, the “Issuing Lenders”), Bank of America, N.A., as administrative agent (the “Administrative Agen
PURCHASE AGREEMENT BY AND AMONG AECOM TECHNOLOGY CORPORATION, AS PURCHASER, TYCO INTERNATIONAL FINANCE S.A., AS A SELLER AND PARENT, AND THE OTHER SELLERS A PARTY HERETO DATED AS OF FEBRUARY 11, 2008Purchase Agreement • February 12th, 2008 • Aecom Technology Corp • Services-engineering services • New York
PURCHASE AND SALE AGREEMENT BY AND BETWEEN AECOM AND MAVERICK PURCHASER SUB, LLC Dated as of October 12, 2019Purchase and Sale Agreement • October 17th, 2019 • Aecom • Services-engineering services • Delaware
This Purchase AND SALE Agreement, dated as of October 12, 2019 (this “Agreement”), is by and between AECOM, a Delaware corporation (“Seller”), and Maverick Purchaser Sub, LLC, a Delaware limited liability company (“Purchaser” and, together with Seller, the “Parties”).
CREDIT AGREEMENT Dated as of October 17, 2014 among AECOM TECHNOLOGY CORPORATION and CERTAIN SUBSIDIARIES OF AECOM TECHNOLOGY CORPORATION, as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, and The Other...Credit Agreement • October 17th, 2014 • Aecom Technology Corp • Services-engineering services • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of October 17, 2014, among AECOM TECHNOLOGY CORPORATION, a Delaware corporation (the “Company”), certain Subsidiaries of the Company that are Restricted Subsidiaries and are from time to time party hereto pursuant to Section 2.15 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and each, a “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 an L/C Issuer.
CHANGE IN CONTROL SEVERANCE AGREEMENTChange in Control Severance Agreement • August 26th, 2019 • Aecom • Services-engineering services • Delaware
THIS CHANGE IN CONTROL SEVERANCE AGREEMENT (this “Agreement”), dated as of August 23, 2019, is made and entered into by and between AECOM Management Services Inc. (the “Employer” or “Company”), a subsidiary of AECOM, and John Vollmer (“Executive”).
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • March 14th, 2018 • Aecom • Services-engineering services • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”) dated as of March 13, 2018, among THE HUNT CORPORATION, an Indiana corporation, and HUNT CONSTRUCTION GROUP, INC., an Indiana corporation (the “New Guarantors”), each a subsidiary of AECOM, a Delaware corporation (the “Company”) and U.S. Bank National Association, as trustee under the indenture referred to below (the “Trustee”).
AMENDMENT NO. 6 TO CREDIT AGREEMENTCredit Agreement • November 13th, 2018 • Aecom • Services-engineering services
This AMENDMENT NO. 6 TO CREDIT AGREEMENT (this “Amendment”), dated as of November 13, 2018, is entered into by and among AECOM (formerly known as AECOM Technology Corporation), a Delaware corporation (the “Company”), US STAR LP, a Delaware limited partnership (the “Canadian Borrower”) and AECOM AUSTRALIA GROUP HOLDINGS PTY LTD (ACN 160 463 883), a company incorporated under the Corporations Act 2001 (Cth) of Australia (the “Australian Borrower” and together with the Canadian Borrower, the “Foreign Borrowers”), certain subsidiaries of the Company as guarantors (the “Guarantors” and collectively with the Company and the Foreign Borrowers, the “Loan Parties”) under the Credit Agreement (defined below), each Lender (as defined in the Credit Agreement) under the Credit Agreement that is a party hereto, and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), Swing Line Lender and an L/C Issuer.
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • July 7th, 2015 • Aecom • Services-engineering services
This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”), dated as of July 1, 2015, is entered into by and among AECOM (formerly known as AECOM Technology Corporation), a Delaware corporation (the “Company”), on behalf of itself and certain subsidiaries of the Company acting as guarantors (the “Guarantors” and collectively with the Company, the “Loan Parties”) under the Credit Agreement (defined below), each Lender under the Credit Agreement that is a party hereto, and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), Swing Line Lender and an L/C Issuer.
AMENDMENT NO. 13 TO CREDIT AGREEMENTCredit Agreement • August 9th, 2023 • Aecom • Services-engineering services
This AMENDMENT NO. 13 TO CREDIT AGREEMENT (this “Amendment”), dated as of May 23, 2023, is entered into by and among AECOM (formerly known as AECOM Technology Corporation), a Delaware corporation (the “Company”), each Revolving Credit Lender (as defined in the Existing Credit Agreement (defined below)), the Swing Line Lender (as defined in the Existing Credit Agreement), each L/C Issuer (as defined in the Existing Credit Agreement), each Term A US Lender (as defined in the Existing Credit Agreement) and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”).
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • June 28th, 2017 • Aecom • Services-engineering services • California
This Separation and Release Agreement (“Agreement”) is executed and delivered by Stephen M. Kadenacy (“Executive”) to and for the benefit of AECOM, a Delaware corporation, and any parent, subsidiary or affiliated corporation or related entity of AECOM (collectively, “AECOM” or “Company”).
AECOMAecom • May 6th, 2020 • Services-engineering services
Reference is made to your letter agreement with AECOM (the “Company”) dated as of November 22, 2019 (the “Succession Letter”). We are entering into this letter (this “Extension Letter”) with you in order to set forth our mutual understanding regarding your continued employment as Chief Executive Officer of the Company beyond your scheduled separation date on March 9, 2020. In light of the current status of the search for your replacement, the board of directors of the Company (the “Board”) has determined that it is in the best interests of the Company and its shareholders that you remain employed as Chief Executive Officer of the Company for a transition period in order to assist the Company as set forth in this Extension Letter.
FIFTH SUPPLEMENTAL INDENTUREFifth Supplemental Indenture • November 17th, 2014 • Aecom Technology Corp • Services-engineering services • New York
THIS FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), effective as of October 17, 2014, among AECOM Global II, LLC (“AECOM Global”), a Delaware limited liability company, URS FOX US LP, a Delaware limited partnership (“Fox”, and together with AECOM Global, the “Issuers” for all purposes of the Indenture and the Notes), and U.S. Bank National Association, as trustee (the “Trustee”). Capitalized terms used herein and not otherwise defined herein are used as defined in the Indenture referred to below.
SIXTH SUPPLEMENTAL INDENTURESupplemental Indenture • April 7th, 2021 • Aecom • Services-engineering services • New York
SIXTH SUPPLEMENTAL INDENTURE (this “Sixth Supplemental Indenture”) dated as of April 6, 2021 among AECOM (formerly AECOM Technology Corporation), a Delaware corporation (the “Company”) and U.S. Bank National Association, as trustee under the indenture referred to below (the “Trustee”).
INVESTOR RIGHTS AGREEMENT Dated as of February 9, 2006Investor Rights Agreement • January 29th, 2007 • Aecom Technology Corp • New York
This Investor Rights Agreement (this “Agreement”) is made and entered into as of February 9, 2006, by and among AECOM Technology Corporation, a Delaware corporation (the “Company”), and the investors on the signature page hereto (together with any of their Permitted Transferees and any other stockholders of the Company who from time to time become party to this Agreement by execution of a Joinder Agreement (a “Joinder Agreement”) in substantially the form attached hereto as Exhibit A, herein referred to collectively as the “Investors” and individually as an “Investor”). In order to induce the Investors to enter into the Purchase Agreement (as defined herein), the Company has agreed to provide the registration and other rights set forth in this Agreement. The execution of this Agreement is a condition to the closing under the Purchase Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Purchase Agreement.
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 1st, 2010 • Aecom Technology Corp • Services-engineering services • New York
THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of June 25, 2010, is entered into by and among AECOM Technology Corporation, a Delaware corporation (the “Company”), the several financial institutions identified on the signature pages hereto (hereinafter collectively referred to as the “Lenders” and individually as a “Lender”), Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and swing line lender (in such capacity, the “Swing Line Lender”), and Union Bank of California, N.A., Wells Fargo Bank, N.A., BMO Capital Markets Financing, Inc., and BNP Paribas, in their respective capacities as a syndication agent (each, a “Syndication Agent” and collectively, the “Syndication Agents”), with reference to the following facts:
AMENDMENT No. 11 TO CREDIT AGREEMENT (INCREMENTAL TERM A fACILITY INCREASE)Credit Agreement • June 25th, 2021 • Aecom • Services-engineering services • New York
This AMENDMENT NO. 11 TO CREDIT AGREEMENT (INCREMENTAL TERM A FACILITY INCREASE) (this “Amendment”), dated as of June 25, 2021, is entered into by and among AECOM (formerly known as AECOM Technology Corporation), a Delaware corporation (the “Company”), each Borrower and Guarantor (each as defined in the Credit Agreement (defined below)), each lender that is a party hereto and providing a portion of the Term A US Facility Increase (as defined below) (each a “Term A US Increase Lender”), and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”).
FIRST AMENDMENT TO TERM CREDIT AGREEMENTTerm Credit Agreement • September 7th, 2007 • Aecom Technology Corp • Services-engineering services • New York
THIS FIRST AMENDMENT TO TERM CREDIT AGREEMENT (this “Amendment”), dated as of August 31, 2007, is entered into by and among Maunsell HK Holdings, Ltd., a limited company organized under the laws of Hong Kong, Faber Maunsell Limited, a limited company organized under the laws of the United Kingdom, W.E. Bassett & Partners Pty. Ltd., a limited company organized under the laws of Australia, Maunsell Group Limited, a limited company organized under the laws of New Zealand, and Maunsell Australia Pty Ltd., a limited company organized under the laws of Australia (each, a “Borrower” and collectively, the “Borrowers”), the several financial institutions identified on the signature pages hereto (hereinafter collectively referred to as the “Lenders” and individually as a “Lender”), Union Bank of California, N.A., as administrative agent (the “Administrative Agent”) and Bank of Montreal, acting under its trade name BMO Capital Markets, as the syndication agent (the “Syndication Agent”), with refe
STOCK PURCHASE AGREEMENT dated as of July 30, 2010 among MT HOLDING LLC, T&A HOLDING LLC, AECOM GOVERNMENT SERVICES, INC., AECOM TECHNOLOGY CORPORATION (solely for purposes of Article XI hereof), and The Veritas Capital Fund II, L.P. (solely for...Stock Purchase Agreement • August 4th, 2010 • Aecom Technology Corp • Services-engineering services • New York
This STOCK PURCHASE AGREEMENT (this “Agreement”) is made effective as of July 30, 2010, by and among MT Holding LLC, a Delaware limited liability company (“MTH”), T&A Holding LLC, a Delaware limited liability company (“TAH”; and together with MTH, “Sellers”), AECOM Government Services, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Buyer”), AECOM Technology Corporation, a Delaware corporation (“Parent”), solely for purposes of Article XI hereof, and The Veritas Capital Fund II, L.P., a Delaware limited partnership (“Veritas”), solely for purposes of Article XI hereof. Each of Sellers, Veritas, Parent, and Buyer is sometimes referred to herein as a “Party” and collectively as the “Parties.”
Term Credit Agreement Dated as of September 22, 2006 among Maunsell HK Holdings, Ltd., Faber Maunsell Limited, W.E. Bassett & Partners Pty. Ltd., Maunsell Group Limited, and Maunsell Australia Pty Ltd., as the Borrowers, Union Bank of California,...Term Credit Agreement • January 29th, 2007 • Aecom Technology Corp • New York
This TERM CREDIT AGREEMENT is entered into as of September 22, 2006 (as amended, supplemented or modified from time to time, the “Agreement”) among Maunsell HK Holdings, Ltd., a limited company organized under the laws of Hong Kong (“MHKHL”), Faber Maunsell Limited, a limited company organized under the laws of the United Kingdom (“FML”), W.E. Bassett & Partners Pty. Ltd., a limited company organized under the laws of Australia (“WEBPPL”), Maunsell Group Limited, a limited company organized under the laws of New Zealand (“MGL”), and Maunsell Australia Pty Ltd., a limited company organized under the laws of Australia (“MAPL”) (each, a “Borrower” and collectively, the “Borrowers”), the several financial institutions from time to time parties hereto (hereinafter collectively referred to as the “Lenders” and individually as a “Lender”), Union Bank of California, N.A., as administrative agent (the “Administrative Agent”) and Bank of Montreal, acting under its trade name BMO Capital Markets,
PEP21 Grant Award AgreementGrant Award Agreement • February 10th, 2021 • Aecom • Services-engineering services
This overview includes important information setting forth the terms and conditions of your Performance Earnings Program award for Fiscal Years 2021 through 2023 (PEP21). The PEP award is subject to the terms and conditions set forth in the Standard Terms and Conditions for Performance Earnings Program and the AECOM 2020 Stock Incentive Plan Document.
JOINDER AGREEMENTJoinder Agreement • January 29th, 2007 • Aecom Technology Corp
The undersigned hereby agrees, effective as of the date hereof, to become a party to that certain Investor Rights Agreement, dated as of February 9, 2006, by and among AECOM Technology Corporation (the “Company”) and the parties named therein, as amended by that certain Amendment No. 1 to the Investor Rights Agreement, dated as of February 14, 2006, by and among the Company and the parties named therein (collectively, the “Agreement”), and for all purposes of the Agreement, the undersigned shall be included within the term “Investor” (as defined in the Agreement). As of the date hereof the undersigned represents and warrants that J.H. Whitney VI, L.P. is a Delaware limited partnership, the sole general partner of which is J.H. Whitney Equity Partners VI, LLC, a Delaware limited liability company, the managing members of which are each a natural person who is a citizen of the United States. For purposes of clarification, J.H. Whitney VI, L.P. constitutes an “Investor” for purposes of, a
AMENDMENT NO. 2 TO PURCHASE AGREEMENTPurchase Agreement • July 31st, 2008 • Aecom Technology Corp • Services-engineering services • New York
This Amendment No. 2 to Purchase Agreement (this “Amendment”), dated as of July 25, 2008, is made and entered into by and among AECOM Technology Corporation, a corporation organized under the laws of Delaware, having its registered office at 555 South Flower Street, Suite 3700, Los Angeles, California 90071 (“Purchaser”), on the one hand, and Tyco International Finance S.A., a company organized under the laws of Luxembourg, having its registered office at 29 Avenue de la Porte Neuve L2227 Luxembourg (“TIFSA,” a “Seller” and “Parent”), and each of the Persons set forth on the signature pages hereto, (each a “Seller”, and collectively with Parent, the “Sellers”), on the other hand. Capitalized terms used herein and not otherwise defined shall have the same meanings as set forth in the Agreement (as defined below).
