EXHIBIT 10.1 D. E. Shaw Laminar Portfolios, L.L.C. 120 West Forty-Fifth Street Floor 39, Tower 45 New York, NY 10036 December 2, 2003 Danielson Holding Corporation Two North Riverside Plaza, Suite 600 Chicago, IL 60606 Ladies and Gentlemen: Reference...Danielson Holding Corp • December 5th, 2003 • Fire, marine & casualty insurance • Delaware
EXECUTION NOTE PURCHASE AGREEMENTNote Purchase Agreement • December 5th, 2003 • Danielson Holding Corp • Fire, marine & casualty insurance • New York
December 1, 2003 Equity Group Investments, L.L.C. 2 North Riverside Plaza, Suite 600 Chicago, IL 60606 Ladies and Gentlemen: Pursuant to the action and request of the Special Committee of Disinterested Directors of the Board of Directors of Danielson...Danielson Holding Corp • December 5th, 2003 • Fire, marine & casualty insurance
Pursuant to the action and request of the Special Committee of Disinterested Directors of the Board of Directors of Danielson Holding Corporation (the "Company"), in connection with the Company's negotiation of an agreement to acquire certain businesses of Covanta Energy Corporation, this letter confirms your agreement to terminate, effective immediately, that certain letter agreement dated April 19, 1999 between you and the Company relating to the provision of consulting and advisory services to the Company, other than your rights to indemnification under paragraph 4 of that letter agreement, which rights shall continue.
WITNESSETH:Registration Rights Agreement • December 5th, 2003 • Danielson Holding Corp • Fire, marine & casualty insurance • Delaware
andInvestment and Purchase Agreement • December 5th, 2003 • Danielson Holding Corp • Fire, marine & casualty insurance • New York
