Cahill Gordon & Reindel Sample Contracts

Erickson Air-Crane Inc.LINE OF CREDIT DEED OF TRUST, ASSIGNMENT OF RENTS AND LEASES, SECURITY AGREEMENT AND FIXTURE FILING by and among ERICKSON AIR-CRANE INCORPORATED, “Grantor” CHICAGO TITLE INSURANCE COMPANY, “Trustee” and WILMINGTON TRUST, NATIONAL ASSOCIATION, New York, ... (June 18th, 2013)

THIS LINE OF CREDIT DEED OF TRUST, ASSIGNMENT OF RENTS AND LEASES, SECURITY AGREEMENT AND FIXTURE FILING (this “Deed of Trust”) is dated as of June 14, 2013, by and among ERICKSON AIR-CRANE INCORPORATED, a Delaware corporation (“Grantor”), whose address is 5550 S.W. Macadam Avenue, Suite 200, Portland, Oregon 97239, CHICAGO TITLE INSURANCE COMPANY (“Trustee”), with an address at 1211 SW Fifth Avenue, Suite 2130, Portland, Oregon 97204 and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, in its capacity as notes collateral agent for the Secured Parties (as such term is defined in the Security Agreement, as hereinafter defined) (in such capacity, “Agent”) pursuant to the Indenture (as hereinafter defined), whose address is 166 Mercer Street, Suite 2R, New York, New York 10012 (Agent, together with its successors and assigns in such capacity, is referred to herein as “Beneficiary”).

Arch Capital Group LTDLetterhead of Cahill Gordon & Reindel LLP] (July 2nd, 2004)

We have acted as special United States counsel to Arch Capital Group Ltd., a Bermuda limited company (the "Company") and Arch Capital Group (U.S.) Inc., a Delaware corporation ("Arch US") (the Company and Arch US are referred to collectively as the "Registrants"), in connection with:

Hollywood Entertainment CorpAMENDMENT NO. 2 AMENDMENT NO. 2 (this "Amendment"), dated as of August 13, 2003, to that certain Credit Agreement, dated as of January 16, 2003 (the "Credit Agreement"; capitalized terms used herein and not defined herein shall have the meaning set forth ... (October 29th, 2003)
Toll Brothers IncTERMS AGREEMENT (August 15th, 2003)
Vertis IncAMENDMENT NO. 13 (March 26th, 2003)
Vertis IncAMENDMENT NO. 4 (March 26th, 2003)
Vertis IncAMENDMENT NO. 8 (March 26th, 2003)
Vertis IncAMENDMENT NO. 11 (March 26th, 2003)
Vertis IncAMENDMENT NO. 10 (March 26th, 2003)
Vertis IncAMENDMENT NO. 5 (March 26th, 2003)
Vertis IncW I T N E S S E T H : (March 26th, 2003)
Vertis IncAMENDMENT NO. 6 (March 26th, 2003)
Vertis IncAMENDMENT NO. 7 (March 26th, 2003)
Vertis IncAMENDMENT NO. 12 (March 26th, 2003)
Toll Brothers IncTERMS AGREEMENT (November 29th, 2001)
Xl Capital LTDExhibit 99 September 5, 2001 Andre Davis Cahill Gordon & Reindel Eighty Pine Street New York, N.Y, 10005-1702 Re: Purchase Agreement (the "Agreement") dated September 4, 2001 entered into by and between XL Capital Ltd and Merrill Lynch, Pierce, Fenner & ... (November 15th, 2001)
Toll Brothers IncTERMS AGREEMENT (January 24th, 2001)

We understand that Toll Corp., a Delaware corporation (the "Issuer"), proposes to issue and sell $200,000,000 aggregate principal amount of its debt securities (the "Underwritten Securities"), to be guaranteed by Toll Brothers, Inc., a Delaware corporation (the "Guarantor"). Subject to the terms and conditions set forth herein or incorporated by reference herein, Banc of America Securities LLC offers to purchase 83.371% of the Underwritten Securities, UBS Warburg LLC offers to purchase 15.00% of the Underwritten Securities and Credit Lyonnais Securities (USA) Inc. offers to purchase 1.629% of the Underwritten Securities. The parties hereto agree that Banc of America Securities LLC will be the sole book-running manager and sole lead manager with respect to the issuance and sale of the Underwritten Securities. The Closing Date shall be January 25, 2001, at 10:00 a.m., at the offices of Cahill Gordon & Reindel, 80 Pine Street, New York, New York.

Xoma LTDSECOND AMENDMENT TO CONVERTIBLE SUBORDINATED NOTE AGREEMENT (May 17th, 1999)
Toll Brothers IncTERMS AGREEMENT (April 14th, 1999)

We understand that Toll Corp., a Delaware corporation (the "Issuer"), proposes to issue and sell $100,000,000 aggregate principal amount of its debt securities (the "Underwritten Securities"), to be guaranteed by Toll Brothers, Inc. (the "Guarantor"). Subject to the terms and conditions set forth herein or incorporated by reference herein, we offer to purchase all of the Underwritten Securities. The Closing Date shall be April 16, 1999, at 10:00 a.m., at the offices of Cahill Gordon & Reindel, 80 Pine Street, New York, New York.

Toll Brothers IncTERMS AGREEMENT January 22, 1999 TOLL CORP. TOLL BROTHERS, INC. 3103 Philmont Avenue Huntingdon Valley, PA 19006 Dear Sirs: We understand that Toll Corp., a Delaware corporation ("the "Issuer"), proposes to issue and sell $170,000,000 aggregate principal ... (January 25th, 1999)

We understand that Toll Corp., a Delaware corporation ("the "Issuer"), proposes to issue and sell $170,000,000 aggregate principal amount of its debt securities (the "Underwritten Securities"), to be guaranteed by Toll Brothers, Inc. (the "Guarantor"). Subject to the terms and conditions set forth herein or incorporated by reference herein, Salomon Smith Barney Inc. offers to purchase 90% of the Underwritten Securities and Warburg Dillon Read LLC offers to purchase 10% of the Underwritten Securities. The Closing Date shall be January 27, 1999, at 10:00 a.m., at the offices of Cahill Gordon & Reindel, 80 Pine Street, New York, New York.

Prosser Jeffrey JEXHIBIT (C)(1) AGREEMENT AND PLAN OF MERGER AGREEMENT AND PLAN OF MERGER (hereinafter called this "Agreement"), dated as of August 17, 1998, among Emerging Communications, Inc., a Delaware corporation (the "Company"), Innovative Communication ... (August 24th, 1998)
Emerging Communications IncEXHIBIT 99.01 AGREEMENT AND PLAN OF MERGER AGREEMENT AND PLAN OF MERGER (hereinafter called this "Agreement"), dated as of August 17, 1998, among Emerging Communications, Inc., a Delaware corporation (the "Company"), Innovative Communication Corporation, ... (August 19th, 1998)
Industrial Acoustics Co IncAmendment No. 1 to Loan Agreement Amendment No. 1, dated as of , 1998, to LOAN AGREEMENT (the "Original Agreement") dated as of March 19, 1998 by and between IAC Holdings Corp. (the "Borrower") and International Mezzanine Capital B.V. (the "Lender"). ... (June 12th, 1998)
Coastal CorpEXHIBIT 1.1 ------------------------------------------------------------------- ------------- ----------------------------------------------------------------- --------------- THE COASTAL CORPORATION LOGO and --------------------- UNDERWRITING AGREEMENT ... (April 14th, 1998)
Carson Products CoEXHIBIT 10.43 This instrument prepared by and, after recording, please return to: Jonathan I. Mark, Esq. Cahill Gordon & Reindel 80 Pine Street New York, New York 10005 TERM LOAN AND REVOLVING CREDIT DEED TO SECURE DEBT, ASSIGNMENT OF LEASES AND SECURITY ... (December 19th, 1997)
Toll Brothers IncTERMS AGREEMENT (September 18th, 1997)

We understand that Toll Corp., A Delaware corporation (the "Issuer"), proposes to issue and sell $100,000,000 aggregate principal amount of its debt securities (the "Underwritten Securities"), to be guaranteed by Toll Brothers, Inc. (the "Guarantor"). Subject to the terms and conditions set forth herein or incorporated by reference herein, we offer to purchase all of the Underwritten Securities. The Closing Date shall be September 22, 1997, at 10:00 a.m., at the offices of Cahill Gordon & Reindel, 80 Pine Street, New York, New York.

Global Marine IncSECTION 2. Letters of Credit 2.01 Letters of Credit 2.02 Minimum Stated Amount 2.03 Letter of Credit Requests; Request for Issuance of Letter of Credit 2.04 Agreement to Repay Letter of Credit Payments 2.05 Letter of Credit Participations 2.06 Increased ... (August 11th, 1997)
Global Marine IncEXHIBIT 10.1 CREDIT AGREEMENT among GLOBAL MARINE INC., VARIOUS LENDING INSTITUTIONS, BANKERS TRUST COMPANY, as ADMINISTRATIVE AGENT and SOCIETE GENERALE, as Co-Agent Dated as of February 12, 1997 TABLE OF CONTENTS Page SECTION 1. Amount and Terms of ... (February 28th, 1997)
American International Group Inc1 EXHIBIT I STOCK PURCHASE AND SALE AGREEMENT Stock Purchase and Sale Agreement (the "Agreement") dated as of December 11, 1996 between AMERICAN INTERNATIONAL GROUP, INC., a Delaware corporation and including its wholly-owned subsidiaries ("AIG"), and ... (December 24th, 1996)
Aon CorpEXHIBIT (c)(2) STOCK PURCHASE AND SALE AGREEMENT --------------------------------- Stock Purchase and Sale Agreement (the "Agreement") dated as of December 11, 1996 between AMERICAN INTERNATIONAL GROUP, INC., a Delaware corporation and including its ... (December 16th, 1996)
Alexander & Alexander Services IncEXHIBIT 3 STOCK PURCHASE AND SALE AGREEMENT --------------------------------- Stock Purchase and Sale Agreement (the "Agreement") dated as of December 11, 1996 between AMERICAN INTERNATIONAL GROUP, INC., a Delaware corporation and including its ... (December 16th, 1996)
Tenneco Inc /De/TENNECO INC. UNDERWRITING AGREEMENT STANDARD PROVISIONS (JUNIOR PREFERRED STOCK) November 12, 1996 From time to time, Tenneco Inc., a Delaware corporation (the "Company"), may enter into one or more underwriting agreements that provide for the sale of ... (November 18th, 1996)
Tenneco Inc /De/UNDERWRITING AGREEMENT November 12, 1996 TENNECO INC. 1275 King Street Greenwich, Connecticut 06831 Dear Sirs and Mesdames: We (the "Manager") are acting on behalf of the underwriter or underwriters (including ourselves) named below (such underwriter or ... (November 18th, 1996)

The Underwriters will pay for the Securities in federal or other funds immediately available upon delivery thereof at the office of Cahill Gordon & Reindel, 80 Pine Street, New York, New York 10005 at 9:00 a.m. (New York time) on November 18, 1996, or at such other time and place as the Company and the Manager may agree. The time and date of such payment and delivery are hereinafter referred to as the "Closing Date." The Securities shall have the terms set forth in the Prospectus dated November 12, 1996, and the Prospectus Supplement dated November 12, 1996 ("Prospectus Supplement"), including the following: Terms of Securities Maturity Date: None Dividend Rate: 8 1/4% per annum Redemption Provisions: As set forth in the Prospectus Supplement Dividend Payment Dates: March 31, June 30, September 30, and December 31, commencing December 31, 1996

Tenneco Inc /De/EXHIBIT 1(A) TENNECO INC. UNDERWRITING AGREEMENT STANDARD PROVISIONS (JUNIOR PREFERRED STOCK) [ ], 1996 From time to time, Tenneco Inc., a Delaware corporation (the "Company"), may enter into one or more underwriting agreements that provide for the sale ... (November 5th, 1996)