Pxxxx X. Xxxxxx February 5, 2007 Page 4
Pxxxx X. Xxxxx and Mxxxxxx X. Xxxxx, their estates, their lineal descendants and any other trust or similar arrangement for the benefit of such Persons and (viii) any Person who any of the foregoing have voting control over the Equity Interests of the Company held by such Person; and (b)(i) Pentland Securities (1981) Inc., a Canadian corporation, (ii) Lincolnshire Holdings Inc., a Canadian corporation, (iii) Nooya Investments Inc., a Canadian corporation, (iv) Exxx Xxxxxx and Sxxxxxx Xxxxxx, their spouses, their estates, their lineal descendants and any trusts or similar arrangements for the benefit of such Persons (including, as to any common stock of the Company held by it for the benefit of such Persons, the trust established under the Voting and Exchange Trust Agreement (as defined in the Combination Agreement dated as of July 21, 2004 between the Company and Molson) and any Person that is a beneficiary of such trusts or similar arrangements on the date hereof, (v) the successors of any such Persons, (vi) any Persons Controlled by such Persons and (vii) any Person who any of the foregoing have voting control over the Equity Interests of the Company held by such Person.
Pxxxx X. Xxxxxx, Xx., Secretary and Associate General Counsel of Ford, or other counsel satisfactory to the Representatives in their reasonable judgment, will have furnished to the Representatives his written opinion, dated as of the Closing Date, in form satisfactory to the Representatives in their reasonable judgment, substantially to the effect that:
Pxxxx X. Xxxxxx February 5, 2007 Page 9 Please acknowledge that the foregoing correctly and completely sets forth your understanding of the arrangements, and your acceptance hereof, by signing, dating and returning to me, the attached second copy of this Agreement. Yours truly, /s/ Mxxx X. Xxxxxxxxxx Mxxx X. Xxxxxxxxxx For and on behalf of Nortel Networks Corporation /s/ Gxxxxx X. Xxxxxx Gxxxxx X. Xxxxxx General Counsel – Corporate and Corporate Secretary /s/ Pxxxx X. Xxxxxx Pxxxx X. Xxxxxx Date: February 5, 2007 Attach. Second copy of this Agreement
Pxxxx X. Xxxxx 4. Xxxx Xxxxx, Xx. 5. Xxxxx X. Xxxxxf 6. Xxxxxx Xxxxxxx
Pxxxx X. Xxxxxx has a security interest in Dynamet’s corporate aircraft. See item 4. 1 (c)(vii). SCHEDULE 2.17 DYNAMET INCORPORATED SCHEDULES TO AGREEMENT AND PLAN OF MERGER Real Estate Interests Item 2.17. List and summary description: Locations Land (Acres) Buildings (Sq. feet) Washington, PA: 22 Corporate offices 5,800 Rolling Mill 99,000 Coil finishing 22,300 Fine wire 13,500 Shapes 21,000 Metal prep 9,000 Research and development 14,350 184,950 Clearwater, FL 10 63,300 Stanton, CA 1 8,640 MxXxxxxx, PA 15 41,000 Bridgeville, PA 3 38,000 Total 51 335,890
Pxxxx X. Xxxxxxxx represents and warrants that his shares of Class B Common Stock are his sole and separate property.
Pxxxx X. Xxxxxxx is the sole legal and beneficial owner of all of the Central States Stock as of the date of this Agreement.
Pxxxx X. Xxxxxxxx, as an individual and as Trustee of the InPath, LLC Voting Trust ("Gombrich"); Txxxxxxx X. Xxxxxx, as Trustee of each of The EAG Trust, The CMC Trust, The MDG Trust and The MSD Trust; Wxxxxxx X. Xxxxxx; AccuMed International, Inc., a Delaware corporation; Northlea Partners Ltd., a Colorado limited partnership; Fxxx X. Xxxxxxx, as Trustee of Fxxx X. Xxxxxxx'x Trust; Wxxxxx Xxxxxx, as Trustee of the Sxxxxx Xxxxxx Trust; and Monroe Investments, Inc., an Illinois corporation (collectively, the "InPath Members," and, collectively with Milley, Shaw, Cadmus and MMI, the "Shareholders").
Pxxxx X. Xxxxxxxxxx has executed a guaranty for the standard non-recourse carveouts.