may be signed in one or more
counterparts (which may be delivered in original form, facsimile or "pdf" file
thereof), each of which shall constitute an original when so executed and all of
which together shall constitute one and the same agreement.
4. Amendments. No amendment or waiver of any provision of this Joinder
Agreement, nor any consent or approval to any departure therefrom, shall in any
event be effective unless the same shall be in writing and signed by the parties
thereto.
5. Headings. The section headings used herein are for convenience only and shall
not affect the construction hereof.
6. APPLICABLE LAW. THE VALIDITY AND INTERPRETATION OF THIS JOINDER AGREEMENT,
AND THE TERMS AND CONDITIONS SET FORTH HEREIN SHALL BE GOVERNED BY AND CONSTRUED
IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS
MADE AND TO BE PERFORMED WHOLLY THEREIN, WITHOUT GIVING EFFECT TO ANY PROVISIONS
THEREOF RELATING TO CONFLICTS OF LAW.
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IN WITNESS WHEREOF, each of the undersigned has executed this agreement as of
the date first written above.
EVERGREEN HELICOPTERS, INC. By:
Name:
Title:
EVERGREEN UNMANNED SYSTEMS, INC. By:
Name:
Title:
EVERGREEN EQUITY, INC. By:
Name:
Title:
EVERGREEN HELICOPTERS
INTERNATIONAL, INC.
By:
Name:
Title:
EVERGREEN HELICOPTERS OF ALASKA, INC. By:
Name:
Title:
The foregoing Joinder Agreement is hereby
confirmed and accepted as of the
date first above written.
DEUTSCHE BANK SECURITIES INC.
on behalf of itself and as Representative of the several Initial Purchasers
By:
Name:
Title:
By:
Name:
Title:
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ANNEX A
Pricing Supplement, dated as of April 25, 2013
EXHIBIT A
Form of DLA Piper LLP (US) opinion and 10b-5 letter
See attached.