EXHIBIT 10.49 OMNIBUS AMENDMENT NO. 2 THIS OMNIBUS AMENDMENT NO. 2 (this "AMENDMENT") is entered into as of April 11, 2003, by and among: (1) WABASH NATIONAL CORPORATION, a Delaware corporation (the "PERFORMANCE GUARANTOR"), (2) WNC RECEIVABLES, LLC,...Wabash National Corp /De • April 15th, 2003 • Truck trailers • Illinois
by and amongStock Purchase Agreement • July 16th, 2001 • Standard Automotive Corp • Truck trailers • Quebec
among APEX TRAILER LEASING & RENTALS, L.P., as Lessee WABASH NATIONAL CORPORATION, as Guarantor WABASH STATUTORY TRUST - 2000, as LessorParticipation Agreement • March 29th, 2001 • Wabash National Corp /De • Truck trailers
LEASE AGREEMENT Dated: ________________, 1997 By and Between CARL MASSARO ("Lessor")Lease Agreement • September 4th, 1997 • Standard Automotive Corp • Truck trailers • New Jersey
RECITALS:Employment Agreement • July 16th, 2001 • Standard Automotive Corp • Truck trailers • New York
EXHIBIT 10.28 RECEIVABLES PURCHASE AND SERVICING AGREEMENT DATED AS OF APRIL 11, 2002,Purchase Agreement • April 18th, 2002 • Wabash National Corp /De • Truck trailers • Illinois
FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT THIS FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT ("First Amendment") dated as of May __, 1998, by and among BARCLAY INVESTMENTS, INC., a New Jersey corporation ("Purchaser"), WILLIAM L. SMITH and JANET R....Stock Purchase Agreement • June 29th, 1998 • Standard Automotive Corp • Truck trailers • Delaware
WABASH NATIONAL CORPORATION AND THE SUBSIDIARIES OF WABASH NATIONAL CORPORATION IDENTIFIED ON THE SIGNATURE PAGES HERETO, AS BORROWERSLoan and Security Agreement • February 12th, 2004 • Wabash National Corp /De • Truck trailers • Illinois
AMENDMENT NO. 2Credit Agreement • April 15th, 2003 • Wabash National Corp /De • Truck trailers • Indiana
EX-10.3-1 THIS AMENDMENT TO OPTION AGREEMENT, dated as of September 11, 1995, is between Great Dane Holdings Inc. (the "Company") and Jay H. Harris (the "Employee"). WHEREAS, the Company and the Employee are parties to an Option Agreement dated as of...Option Agreement • November 13th, 1995 • Great Dane Holdings Inc • Truck trailers
dated as ofSecurities Purchase Agreement • March 30th, 2000 • Railamerica Inc /De • Truck trailers • New York
1 Exhibit 10.1 AMENDED AND RESTATED LOAN AGREEMENT THIS AMENDED AND RESTATED LOAN AGREEMENT is made and entered into as of the 22nd day of July, 1999, by and among RAILAMERICA, INC., a Delaware corporation ("RailAmerica"), KALYN/SIEBERT I,...Loan Agreement • August 6th, 1999 • Railamerica Inc /De • Truck trailers • New York
EXHIBIT 1.1 [Form of Underwriting Agreement - Subject to Additional Review] 1,300,000 SHARES OF COMMON STOCK AND 1,000,000 SHARES OF CONVERTIBLE REDEEMABLE PREFERRED STOCK STANDARD AUTOMOTIVE CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • October 10th, 1997 • Standard Automotive Corp • Truck trailers • New York
BY AND AMONGAsset Purchase Agreement • January 17th, 1997 • Cra Holdings Inc • Truck trailers • New York
ASSET PURCHASE AGREEMENT (THE "AGREEMENT") JANUARY 11, 2002 betweenAsset Purchase Agreement • April 15th, 2002 • Wabash National Corp /De • Truck trailers
ANDWarrant Agreement • October 10th, 1997 • Standard Automotive Corp • Truck trailers • New York
SECURITY AGREEMENT SECURITY AGREEMENT made this _______ day of ___________________, 1997, by and among AJAX MANUFACTURING COMPANY, a New Jersey corporation ("Ajax") in favor of CARL MASSARO, an individual residing at 1511 Casey Key Drive, Punta Gorda,...Security Agreement • September 4th, 1997 • Standard Automotive Corp • Truck trailers • New Jersey
ARTICLE I: THE REORGANIZATION 3 ARTICLE II REPRESENTATIONS AND WARRANTIES 5 ARTICLE III.A: COVENANTS OF BORCO 9 ARTICLE III.B: COVENANTS OF DEFINITION TECHNOLOGIES 10 ARTICLE IV: CERTAIN COVENANTS 10 ARTICLE V: CONDITIONS 12 ARTICLE VI: STOCK...Agreement and Plan of Reorganization • March 15th, 2001 • Telmark Worldwide Inc • Truck trailers • Nevada
TOExecutive Employment Agreement • August 14th, 2003 • Wabash National Corp /De • Truck trailers • Indiana
EXHIBIT 10.22 TRANSLATION FROM THE GERMAN LANGUAGE SHARE PURCHASE AGREEMENT(1) (THE "AGREEMENT")Share Purchase Agreement • April 18th, 2002 • Wabash National Corp /De • Truck trailers
RECITALSRights Agreement • April 18th, 2000 • Railamerica Inc /De • Truck trailers • Victoria
EXHIBIT 10.34 Assignment and Assumption Agreement Assignment and Assumption Agreement dated as of the 25th day of April, 2001 between Standard Automotive Corporation, a Delaware Corporation of 401 Plaza - Route 206 North, Hillsborough, NJ 08844...Assignment and Assumption Agreement • July 16th, 2001 • Standard Automotive Corp • Truck trailers • New York
September 13, 1996 Board of Directors RailAmerica, Inc. 301 Yamato Road Suite 1190 Boca Raton, Florida 33431 Attention: Mr. Gary O. Marino, Chairman of the Board, President, and CEO Gentlemen: This letter outlines the terms upon which First London...Railamerica Inc /De • October 17th, 1996 • Truck trailers
RECITALSWarrant Agreement • March 30th, 2000 • Railamerica Inc /De • Truck trailers • New York
ASSET PURCHASE AGREEMENT By and Among STANDARD AUTOMOTIVE CORPORATIONAsset Purchase Agreement • February 12th, 1999 • Standard Automotive Corp • Truck trailers • Illinois
WITNESSETHLoan Agreement • November 12th, 1999 • RVM Industries Inc • Truck trailers
and ING (U.S.) CAPITAL LLC and FLEET NATIONAL BANK, as the Documentation Agents for the Lenders. CREDIT AGREEMENTCredit Agreement • March 30th, 2000 • Railamerica Inc /De • Truck trailers • New York
As of September 29, 2000 The Prudential Insurance Company of America ("PRUDENTIAL") Pruco Life Insurance Company ("PRUCO") Each Prudential Affiliate (as hereinafter defined) which becomes bound by certain provisions of this Agreement as hereinafter...Wabash National Corp /De • November 14th, 2000 • Truck trailers • Illinois
EXHIBIT 10.40 THIS AGREEMENT IS SUBJECT TO ARBITRATION BY ITS TERMS AND CONDITIONS ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 31st, 1997 • Dorsey Trailers Inc • Truck trailers • South Carolina
ToNote Purchase Agreement • April 15th, 2003 • Wabash National Corp /De • Truck trailers • Illinois
ESCROW AGREEMENT ESCROW AGREEMENT, dated ___________, 1997, by and among STANDARD AUTOMOTIVE CORPORATION, a Delaware corporation having an address c/o Loeb, Block, Wacksman & Selzer LLP, 505 Park Avenue, New York, New York 10022 ("SAC"), AJAX...Escrow Agreement • September 4th, 1997 • Standard Automotive Corp • Truck trailers • New York
BY AND AMONG RAILAMERICA, INC., FLORIDA RAIL LINES, INC., BANK AUSTRIA AG, GRAND CAYMAN BRANCH, CSX TRANSPORTATION, INC., DELAWARE OTSEGO CORPORATION, THE BRENNER GROUP AND THE TOLEDO, PEORIA AND WESTERN RAILROAD CORPORATION STOCK PURCHASE AGREEMENT INDEXStock Purchase Agreement • September 20th, 1999 • Railamerica Inc /De • Truck trailers • New York
EXHIBIT A SUBSCRIPTION AGREEMENT RailAmerica, Inc. 301 Yamato Road Suite 1190 Boca Raton, Florida 33431 Ladies and Gentlemen: The undersigned ("Subscriber") hereby tenders this Subscription Agreement ("Agreement") in accordance with and subject to the...Subscription Agreement • October 17th, 1996 • Railamerica Inc /De • Truck trailers • Florida
AMENDED AND RESTATED LOAN AGREEMENT BY AND BETWEEN U.S. BANK NATIONAL ASSOCIATIONLoan Agreement • August 14th, 2002 • Featherlite Inc • Truck trailers • Missouri
PREAMBLELoan and Security Agreement • May 18th, 1999 • Dorsey Trailers Inc • Truck trailers • California
