AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 7th, 1998 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
BY AND AMONGMerger Agreement • November 2nd, 1998 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Delaware
SECTION ONE - AMENDMENTCredit Agreement • November 14th, 2000 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
1.1.1.2 all of Seller's inventories, including finished products, samples, work-in process, raw materials (including raw materials in transport or transit), packaging materials, auxiliary materials, spare parts, maintenance materials, supplies, drums...Asset Purchase Agreement • January 15th, 1999 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Tel-Aviv
As of May 1, 1999 The Alpine Group, Inc. 1790 Broadway, Suite 1500 New York, NY 10019-1412 Re: SERVICES AGREEMENT DATED AS OF OCTOBER 2, 1996 BY AND BETWEEN THE ALPINE GROUP, INC. AND SUPERIOR TELECOM INC. AS AMENDED AND EXTENDED TO DATE (AS SO...Services Agreement • November 14th, 2000 • Superior Telecom Inc • Drawing & insulating of nonferrous wire
EXHIBIT 10.1 EMPLOYMENT AGREEMENT This AGREEMENT dated as of October 1, 1999 between Superior TeleCom Inc., a Delaware corporation (the "Company"), and William F. Evans (the "Executive"). The Board of Directors of the Company (the "Board") recognizes...Employment Agreement • August 14th, 2000 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
Exhibit 10(aa) AMENDMENT NUMBER ONE, dated as of December 31, 1998 ("Amendment"), to the Amended and Restated Credit Agreement dated as of November 27, 1998 (the "Credit Agreement"), among SUPERIOR/ESSEX CORP., a Delaware corporation (the "Company"),...Credit Agreement • April 2nd, 2001 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
RECITALSExchange Agreement • October 8th, 1996 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
STOCKHOLDERS AGREEMENT AGREEMENT, dated as of October 21, 1998, among Superior Telecom Inc., a Delaware corporation ("Parent"), SUT Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (the "Merger Sub"), and Bessemer...Stockholders Agreement • November 2nd, 1998 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Delaware
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (the "AGREEMENT") dated as of October 2, 1996 by and between The Alpine Group, Inc., a Delaware corporation ("ALPINE"), and Superior TeleCom Inc., a Delaware corporation (the "COMPANY"). This...Registration Rights Agreement • October 8th, 1996 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
Exhibit 10.2 EXECUTIVE EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Agreement") is dated effective as of the 1st day of January, 2001 (the "Effective Date"), between Superior TeleCom Inc., a Delaware corporation ("Parent"), Superior...Executive Employment Agreement • May 15th, 2001 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
DATED AS OFRights Agreement • January 9th, 2001 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Delaware
Business Day" shall mean a day that both Israeli and United States banks are open for business transactions for their customers. "Closing Statements" shall mean the Company's audited financial statements prepared in accordance with Section 13.1 below,...Share Purchase Agreement • May 19th, 1998 • Superior Telecom Inc • Drawing & insulating of nonferrous wire
WITNESSETHTax Allocation Agreement • October 8th, 1996 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Delaware
Exhibit 10(Z) EMPLOYMENT AGREEMENT This AGREEMENT dated as of the 1st day of January, 2000, between Superior TeleCom Inc., a Delaware corporation (the "Company"), and Gregory R. Schriefer (the "Executive"). The Board of Directors of the Company (the...Employment Agreement • March 31st, 2000 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
EXHIBIT 10(Y) SECOND AMENDMENT TO GUARANTY AND SURETYSHIP AGREEMENT THIS SECOND AMENDMENT TO GUARANTY AND SURETYSHIP AGREEMENT (this "Amendment"), dated as of November 27, 1998, between ALP (TX) QRS 11-28, INC., a Texas corporation ("Landlord"),...Guaranty and Suretyship Agreement • March 31st, 2000 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Texas
Exhibit 10(ee) AMENDMENT NUMBER THREE, dated as of March 30, 2000 ("AMENDMENT NO. 3"), to the Senior Subordinated Credit Agreement dated as of May 26, 1999 (the "CREDIT AGREEMENT"), among SUPERIOR TELECOMMUNICATIONS INC. (formerly known as...Senior Subordinated Credit Agreement • April 2nd, 2001 • Superior Telecom Inc • Drawing & insulating of nonferrous wire
SUT ACQUISITION CORP.Joint Filing Agreement • December 7th, 1998 • Superior Telecom Inc • Drawing & insulating of nonferrous wire
Each of the undersigned hereby affirms that it is individually eligible to use Schedule 13D and agrees that this Amendment No. 1 to Schedule 13D is filed on its behalf.
EXHIBIT 99.6 AGREEMENT AS TO JOINT FILING OF SCHEDULE 13D Each of the undersigned hereby affirms that it is individually eligible to use Schedule 13D and agrees that this Schedule 13D is filed on its behalf. Dated: November 2, 1998Agreement as to Joint Filing of Schedule 13d • November 2nd, 1998 • Superior Telecom Inc • Drawing & insulating of nonferrous wire
Each of the undersigned hereby affirms that it is individually eligible to use Schedule 13D and agrees that this Schedule 13D is filed on its behalf.
SCHEDULE 14D-1 CUSIP NO. 297025 10 8 Page 3 of 3 Pages ------------------------ -------------------------------------------------------- (1) NAME OF REPORTING PERSONS: Superior TeleCom Inc. S.S. OR I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON:...Tender Offer Statement • November 2nd, 1998 • Superior Telecom Inc • Drawing & insulating of nonferrous wire
PURCHASE AGREEMENT BY AND AMONG SUPERIOR TELECOM INC., SUPERIOR TELECOMMUNICATIONS INC., ESSEX INTERNATIONAL INC., ESSEX GROUP, INC., THE ALPINE GROUP, INC. AND ALPINE HOLDCO INC. DATED: October 31, 2002Purchase Agreement • December 26th, 2002 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Delaware
THIS PURCHASE AGREEMENT (this "Agreement") is entered into this 31st day of October, 2002 by and among Superior TeleCom Inc., a Delaware corporation ("SUT"), Superior Telecommunications Inc., a Delaware corporation ("STI"), Essex International Inc., a Delaware corporation ("Essex International"), Essex Group, Inc., a Michigan corporation ("Essex Group" and, together with Essex International, "Essex"), The Alpine Group, Inc., a Delaware corporation ("Alpine"), and Alpine Holdco Inc., a Delaware corporation ("Buyer") and a newly-formed, wholly-owned corporate subsidiary of Alpine. SUT, STI and Essex are sometimes hereinafter referred to individually as a "Seller" and collectively as the "Sellers."
Exhibit 10(bb) AMENDMENT NUMBER TWO and Waiver dated as of December 10, 1999 ("Amendment and Waiver"), to the Amended and Restated Credit Agreement dated as of November 27, 1998 as amended by Amendment Number One, dated December 31, 1998 (the "Credit...Credit Agreement • April 2nd, 2001 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
SENIOR SUBORDINATED CREDIT AGREEMENTSenior Subordinated Credit Agreement • December 7th, 1998 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
RECEIVABLES FUNDING AGREEMENT Dated as of November 6, 2002 by and among SUPERIOR ESSEX FUNDING LLC, as Borrower, SUPERIOR TELECOMMUNICATIONS INC., as Servicer, THE FINANCIAL INSTITUTIONS SIGNATORY HERETO FROM TIME TO TIME, as Lenders and GENERAL...Receivables Funding Agreement • November 15th, 2002 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Delaware
THIS RECEIVABLES FUNDING AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, the "Agreement") is entered into as of November 6, 2002 by and among SUPERIOR ESSEX FUNDING LLC, a Delaware limited liability company (the "Borrower"), Superior Telecommunications Inc., a Delaware corporation, in its capacity as servicer hereunder (in such capacity, the "Servicer"), the financial institutions signatory hereto from time to time as lenders (the "Lenders"), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as a Lender and as administrative agent for the Lenders hereunder (in such capacity, the "Administrative Agent").
SECTION ONE—AMENDMENTSCredit Agreement • November 15th, 2002 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
CONSENT, AMENDMENT AND WAIVER TO LEASE AGREEMENTLease Agreement • April 15th, 2003 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Texas
THIS CONSENT, AMENDMENT AND WAIVER TO LEASE AGREEMENT (this "Agreement"), dated as of December 11, 2002 (the "Effective Date"), between ST (TX) LP ("Landlord"), a Delaware limited partnership (successor in interest to ALP(TX) QRS 11-28, INC.), and SUPERIOR TELECOMMUNICATIONS INC., a Delaware corporation f/k/a Superior Teletec, Inc. and Superior TeleTec Transmission Products, Inc. ("Tenant").
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 1st, 2002 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is dated effective as of the 1st day of January, 2001 (the “Effective Date”), between Superior Telecommunications Inc. (the “Company”), a Delaware corporation, and Harold M. Karp (the “Executive”).
EXHIBIT 10.2 Superior TeleCom Inc. 1790 Broadway New York, New York 10019Stock Purchase Agreement • October 8th, 1996 • Superior Telecom Inc • Drawing & insulating of nonferrous wire
This letter will set forth the agreement between Superior TeleCom Inc. (the "Company") and The Alpine Group, Inc. ("Alpine") with respect to the shares of 6% Cumulative Preferred Stock of Superior Telecommunications Inc. ("Superior Preferred Stock") owned by Alpine and shares of Common Stock of the Company ("Common Stock"). The parties acknowledge that the Company intends to offer shares of Common Stock pursuant to a certain Underwriting Agreement to be entered into among the Company and the underwriters named therein (the "Underwriters") and as described in the Company's registration statement relating thereto (the "Registration Statement").
SETTLEMENT AGREEMENTSettlement Agreement • November 15th, 2002 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
AGREEMENT (this "Agreement") made as of the 13th day of September 2002, by and among Superior TeleCom Inc., a Delaware corporation (the "Parent"), Superior Telecommunications Inc., a Delaware corporation and wholly-owned subsidiary of the Parent (the "Company," and together with the Parent and its affiliated companies, the "Employer"), and Steven S. Elbaum ("Elbaum").
EXHIBIT 10.12 FIRST AMENDMENT TO GUARANTY AND SURETYSHIP AGREEMENT THIS FIRST AMENDMENT TO GUARANTY AND SURETYSHIP AGREEMENT (this "Amendment"), dated as of October 2, 1996, between ALP (TX) QRS 11-28, INC., a Texas corporation ("Landlord"), SUPERIOR...Guaranty and Suretyship Agreement • October 8th, 1996 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Texas
PIK NOTEPik Note • August 14th, 2002 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
FOR VALUE RECEIVED, SUPERIOR TELECOMMUNICATIONS INC. (the "Borrower"), a Delaware corporation, hereby promises to pay to THE ALPINE GROUP, INC., a Delaware corporation or its registered assigns (the "Holder"), in lawful money of the United States of America in immediately available funds, at the office of the Holder located at One Meadowlands Plaza, East Rutherford, New Jersey 07073, or to an account as otherwise directed by the Holder, on the Maturity Date the principal sum of Three Million Seven Hundred Forty-Eight Thousand Thirty-Five Dollars and Eight Cents ($3,748,035.08), due to the Holder from the Borrower pursuant to that certain Reimbursement Agreement dated as of November 30, 2001 (the "Reimbursement Agreement") made by and among the Borrower, the Holder and Superior TeleCom Inc., a Delaware corporation. Capitalized terms not defined herein have the meaning given to them in the Reimbursement Agreement.
EXHIBIT 10(X) FOURTH AMENDMENT TO LEASE AGREEMENT THIS FOURTH AMENDMENT TO LEASE AGREEMENT (this "Amendment"), dated as of November 27, 1998, between ALP (TX) QRS 11-28, INC., a Texas corporation ("Landlord"), and SUPERIOR TELECOMMUNICATIONS INC., a...Lease Agreement • March 31st, 2000 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Texas
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 14th, 2002 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
This EMPLOYMENT AGREEMENT (the "Agreement") is dated effective as of the 1st day of August, 2002 (the "Effective Date"), between Superior TeleCom Inc., a Delaware corporation ("Parent"), Essex Group, Inc., a Michigan corporation and an indirect wholly-owned subsidiary of Parent (the "Company", together with the Parent and its affiliated companies, the "Employer") and H. Patrick Jack (the "Executive").
SUPERIOR TELECOM INC. EMPLOYEE STOCK PURCHASE PLAN October 1, 1996 SUPERIOR TELECOM INC. EMPLOYEE STOCK PURCHASE PLAN 1. PURPOSE. The purpose of the Plan is to provide employees of the Company and its Designated Subsidiaries with an opportunity to...Employee Stock Purchase Plan • October 8th, 1996 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • Delaware
QuickLinks -- Click here to rapidly navigate through this documentCredit Agreement • August 14th, 2002 • Superior Telecom Inc • Drawing & insulating of nonferrous wire • New York
AMENDMENT NUMBER EIGHT, dated as of July 29, 2002 (this "Amendment"), to the Amended and Restated Credit Agreement dated as of November 27, 1998, as previously amended, modified and supplemented and as last amended by Amendment Number Seven, dated as of March 28, 2002 (the "Credit Agreement"), among SUPERIOR TELECOMMUNICATIONS INC. (formerly known as Superior/Essex Corp.), a Delaware corporation (the "Company"), ESSEX GROUP INC., a Michigan corporation ("Essex" and, together with the Company, the "Borrowers"), each of the Guarantors party thereto (the "Guarantors") (which Guarantors include Superior TeleCom Inc., a Delaware corporation (the "Parent")), the lending institutions from time to time party thereto (each a "Lender" and, collectively, the "Lenders"), BANKERS TRUST COMPANY, as Administrative Agent, MERRILL LYNCH & CO., as Documentation Agent, and FLEET NATIONAL BANK, as Syndication Agent (the "Agents"). Capitalized terms used and not otherwise defined herein shall have the mean
