August 14th 1 9 9 7 Talbert Medical Management Holdings Corporation 3540 Howard Way Costa Mesa, California 95656 Re: Cash Awards Ladies and Gentlemen: Pursuant to Section 7.10(f) of the Agreement and Plan of Merger, dated as of August 13, 1997, among...Talbert Medical Management Holdings Corp • August 21st, 1997 • Services-specialty outpatient facilities, nec
Exhibit(e)(13) EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement"), dated as of January 1,2001, by and between The Fortress Group, Inc., a Delaware corporation (the "Company") and Robert Short ("Employee"). PRELIMINARY RECITALS A. The Company...Employment Agreement • June 27th, 2002 • Fortress Group Inc • General bldg contractors - residential bldgs • Virginia
i) This agreement shall automatically terminate upon the death, total disability, or retirement of Employee. (ii) Total disability shall be deemed to occur if, as a result of his incapacity resulting from physical or mental illness or disease...Employment Agreement • February 3rd, 2004 • T Netix Inc • Communications services, nec • Delaware
BACKGROUND ----------Employment Agreement • June 1st, 2000 • Medquist Inc • Services-computer processing & data preparation • New Jersey
Exhibit 13 WALBRO CORPORATION FIRST AMENDMENT TO THE AMENDED AND RESTATED TERMINATION AND CHANGE OF CONTROL AGREEMENT FOR FRANK E. BAUCHIERO WHEREAS, WALBRO CORPORATION, a Delaware corporation (the "Company") and Frank E. Bauchiero (the "Executive")...Walbro Corp • May 5th, 1999 • Motor vehicle parts & accessories
CONSULTING AGREEMENT (the "Agreement") dated as of November 8, 2000, --------- by and between BENJAMIN MOORE & CO., a New Jersey corporation (the "Company"), ------- and RICHARD ROOB (the "Consultant"). ----------Consulting Agreement • November 17th, 2000 • Moore Benjamin & Co • Paints, varnishes, lacquers, enamels & allied prods • New Jersey
AGREEMENT BETWEENAgreement • May 6th, 2003 • Wegener Corp • Radio & tv broadcasting & communications equipment • Georgia
Exhibit (e)(10) ESCROW AGREEMENT ESCROW AGREEMENT, dated as of September 13, 2004 (this "ESCROW AGREEMENT"), by and among RAG SHOPS, INC., a Delaware corporation (the "Company"), STANLEY BERENZWEIG ("SELLER"), and HUGHES HUBBARD & REED LLP, as escrow...Escrow Agreement • September 22nd, 2004 • Rag Shops Inc • Retail-hobby, toy & game shops • New York
AGREEMENTPurchase Agreement • December 6th, 1996 • Ffca Management Co Lp /Az/ /Ta • Real estate • Arizona
STOCK TENDER AND VOTING AGREEMENT (this "Agreement"), dated as of June --------- 17, 1999 by and among David Aronow ("Shareholder"), Littlejohn Partners IV, ----------- L.P., a Delaware limited partnership ("Parent"), and LPIV Acquisition Corp., a...Voting Agreement • June 25th, 1999 • Durakon Industries Inc • Motor vehicle parts & accessories • Michigan
PLEDGE AGREEMENT OF ROBERT PRAEGITZERPledge Agreement • November 1st, 1999 • Praegitzer Industries Inc • Electronic components & accessories • Oregon
MANAGEMENT AGREEMENT -------------------- THIS AGREEMENT dated as of August 20, 1987 by and between CONCORD MILESTONE PLUS, L.P., a Delaware limited partnership having an address c/o Concord Assets Group, Inc., 745 fifth Avenue, 9th Floor, New York,...Management Agreement • May 10th, 2005 • Concord Milestone Plus L P • Lessors of real property, nec • New York
December 8, 2003 To the Shareholders of First Union Real Estate Equity and Mortgage Investments (the "Company"): On November 26, 2003, the Company entered into a stock purchase agreement (the "Stock Purchase Agreement") with FUR Investors, LLC (the...Stock Purchase Agreement • December 8th, 2003 • First Union Real Estate Equity & Mortgage Investments • Real estate investment trusts
On November 26, 2003, the Company entered into a stock purchase agreement (the "Stock Purchase Agreement") with FUR Investors, LLC (the "Purchaser"), an entity controlled by Michael L. Ashner, providing, among other things, that the Purchaser shall commence a tender offer for 5,000,000 common shares of beneficial interest, par value $1.00 ("Shares") of the Company at a purchase price of $2.30 per Share. The transactions contemplated by the Stock Purchase Agreement (the "Transactions") are described in the Company's press release issued on November 26, 2003, its Report on Form 8-K, filed on December 1, 2003, and the Company's Recommendation Statement on Schedule 14D-9, filed by the Company today with the Securities and Exchange Commission ("SEC") (the "Recommendation Statement"), a copy of which (without exhibits) is enclosed, and which we urge you to read carefully.
EXHIBIT (e)(21) EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into as of this 1st day of January, 2001 by and between DevX Energy, Inc., having its principal executive offices at 13760 Noel Road, Suite 1030, Dallas TX 75240-7336, and V. Ed...Employment Agreement • November 15th, 2001 • Devx Energy Inc • Metal mining • Texas
EXHIBIT 6 OPTION AGREEMENT ---------------- OPTION AGREEMENT, dated as of the date set forth below (the "Option Agreement"), by and among Telesciences, Inc., a Delaware corporation (the "Company") and the undersigned holder of Options (the "Option...Option Agreement • November 1st, 1999 • Telesciences Inc /De/ • Radio & tv broadcasting & communications equipment
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • July 17th, 2000 • Canisco Resources Inc • Construction - special trade contractors • Delaware
EXHIBIT (e)(1) -------------- AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 10th, 2000 • Provantage Health Services Inc • Services-specialty outpatient facilities, nec • Delaware
1 SATELLITE ONLINE SOLUTIONS CORPORATION 1997 STOCK PLAN STOCK OPTION AGREEMENT Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Option Agreement. I. NOTICE OF STOCK OPTION GRANT...Stock Option Agreement • October 24th, 2000 • Zapme Corp • Services-computer programming, data processing, etc. • California
SECURITIES PURCHASE AGREEMENT betweenSecurities Purchase Agreement • July 1st, 1997 • First of Michigan Capital Corp • Security brokers, dealers & flotation companies • New York
2 3 5. Representations and Warranties of Hoechst. Hoechst hereby represents and warrants to Copley as follows:Purchase and Sale Agreement • August 16th, 1999 • Copley Pharmaceutical Inc • Pharmaceutical preparations • New York
Loan Agreement Minolta Co., Ltd. QMS, Inc. LOAN AGREEMENT by and betweenLoan Agreement • June 14th, 1999 • QMS Inc • Computer peripheral equipment, nec • New York
AGREEMENT ---------Agreement • December 16th, 1999 • Shorewood Packaging Corp • Converted paper & paperboard prods (no contaners/boxes)
by and among PARTNERSHIP ACQUISITION CO. and CONDO ACQUISITION CO. (as Purchasers), FORTRESS MANAGEMENT, INC. and FORTRESS HOLDING-VIRGINIA, LLC. (as the Partners) andAgreement and Plan of Merger • June 27th, 2002 • Fortress Group Inc • General bldg contractors - residential bldgs • New York
EXHIBIT 2 STOCKHOLDERS' AGREEMENT STOCKHOLDERS' AGREEMENT (the "Agreement"), dated as of March 10, 2000, by and among Royal Bank of Canada, a Canadian commercial bank ("Parent"), Rainbow Acquisition Subsidiary, Inc., a Delaware corporation and a...Stockholders' Agreement • March 22nd, 2000 • Prism Financial Corp • Mortgage bankers & loan correspondents • Delaware
EXECUTIVE EMPLOYMENT AGREEMENT BY AND BETWEEN KIEWIT MATERIALS COMPANYExecutive Employment Agreement • July 23rd, 2002 • Kiewit Materials Co • Mining & quarrying of nonmetallic minerals (no fuels) • Arizona
EXHIBIT (e)(4) ADMINISTRATIVE SERVICES AGREEMENT THIS ADMINISTRATIVE SERVICES AGREEMENT made this 1st day of October, 1997, B E T W E E N: GULF CANADA RESOURCES LIMITED, a corporation governed by the laws of Canada (hereinafter referred to as "Gulf")Administrative Services Agreement • June 12th, 2002 • Gulf Indonesia Resources LTD • Crude petroleum & natural gas • Alberta
RECITALSLetter Agreement • February 10th, 2004 • Celanese Ag • Plastics, foil & coated paper bags
Exhibit (e)(5) AMENDMENT TO RIGHTS AGREEMENT THIS AMENDMENT TO RIGHTS AGREEMENT (this "Amendment") is made as of November 18, 2001, by and between GENOMICA CORPORATION, a Delaware corporation (the "Company"), and COMPUTERSHARE TRUST COMPANY, INC., as...Rights Agreement • November 29th, 2001 • Genomica Corp /De/ • Services-computer programming services • Delaware
WITNESSETH:Assignment and Assumption Agreement • January 10th, 2003 • Krupp Government Income Trust-Ii • Real estate investment trusts
AND -Service Agreement • March 14th, 2003 • Oxford Glycosciences PLC /Ny • Biological products, (no disgnostic substances) • England
1 EXHIBIT 6 SHAREHOLDERS AGREEMENT SHAREHOLDERS AGREEMENT (this "Agreement"), dated January 12, 2000, by and among The Sage Group plc, a company organized under the laws of England ("Parent"), Bobcat Acquisition Corp., a Virginia corporation and a...Shareholders Agreement • January 18th, 2000 • Best Software Inc • Services-prepackaged software • Virginia
WITNESSETH:Indemnification Agreement • November 15th, 2001 • Devx Energy Inc • Metal mining • Delaware
SECTION 1 DEFINITIONSSeverance Agreement • January 21st, 2000 • American Business Products Inc • Converted paper & paperboard prods (no contaners/boxes) • Georgia
OPERATING AGREEMENT -------------------Operating Agreement • March 2nd, 1998 • Kapson Senior Quarters Corp • Services-nursing & personal care facilities • New York
Exhibit (e)(2) SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT (this "Agreement"), dated as of February 22, 2002, is by and among NewPower Holdings, Inc., a Delaware corporation ("NewPower"), The New Power Company, a Delaware corporation ("TNPC," and,...Settlement Agreement • March 1st, 2002 • Newpower Holdings Inc • Electric & other services combined • Delaware
