PRIMECO INC.Credit Agreement • October 28th, 1996 • Prime Service Inc • Services-equipment rental & leasing, nec • New York
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment No. 1 to Employment Agreement (this "Agreement") is made and entered into effective as of October 25, 1996 by and between Primeco Inc., a Texas corporation ("Employer"), Brian Fontana...Employment Agreement • October 28th, 1996 • Prime Service Inc • Services-equipment rental & leasing, nec
RECITALSFirst Supplemental Indenture • May 14th, 1997 • Prime Service Inc • Services-equipment rental & leasing, nec • New York
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT This Amendment No. 2 to Employment Agreement (this "Agreement") is made and entered into effective as of November 30, 1996 by and between Primeco Inc., a Texas corporation ("Employer"), Thomas E. Bennett...Employment Agreement • April 18th, 1997 • Prime Service Inc • Services-equipment rental & leasing, nec • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 28th, 1996 • Prime Service Inc • Services-equipment rental & leasing, nec • New York
STOCKHOLDER AGREEMENTStockholder Agreement • June 9th, 1997 • Prime Service Inc • Services-equipment rental & leasing, nec • Delaware
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment No. 1 to Employment Agreement (this "Agreement") is made and entered into effective as of October 25, 1996, by and between Primeco Inc., a Texas corporation ("Employer"), Peter A. Post...Employment Agreement • October 28th, 1996 • Prime Service Inc • Services-equipment rental & leasing, nec
EMPLOYMENT AGREEMENT This Agreement (this "Agreement") is made and entered into effective as of October 25, 1996, by and between Primeco Inc., a Texas corporation ("Employer"), and James O. York ("Employee"). Employer hereby agrees to employ Employee,...Employment Agreement • October 28th, 1996 • Prime Service Inc • Services-equipment rental & leasing, nec • New York
Exhibit 99.8 AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT This Amendment No. 2 to Employment Agreement (this "Agreement") is made and entered into as of June 8, 1997, by and between Prime Service, Inc., a Delaware corporation and successor by merger to...Employment Agreement • June 9th, 1997 • Prime Service Inc • Services-equipment rental & leasing, nec
EXHIBIT 10.1 AMENDMENT NO. 1 TO EOMPLOYMENT AGREEMENT This Amendment No. 1 to Employment Agreement (this "Agreement") is made and entered into effective as of Decmeber 31, 1996 by and between Primeco Inc., a Texas corporation ("Employer"), and Gerald...Employment Agreement • May 15th, 1997 • Prime Service Inc • Services-equipment rental & leasing, nec
TOIndenture • October 9th, 1996 • Prime Service Inc • Services-equipment rental & leasing, nec • New York
PS ACQUISITION CORP.Merger Agreement • June 9th, 1997 • Prime Service Inc • Services-equipment rental & leasing, nec • Delaware
Excess Cash Flow': for any fiscal year of the Company, commencing with the fiscal year ending on December 31, 1996, the excess of (a) the sum, without duplication, of (i) Consolidated EBITDA for such fiscal year plus (ii) the book value of all...Credit Agreement • May 14th, 1997 • Prime Service Inc • Services-equipment rental & leasing, nec • New York
Exhibit 99.9 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment No. 1 to Employment Agreement (this "Agreement") is made and entered into as of June 8, 1997, by and between Prime Service, Inc., a Delaware corporation and successor by merger to...Employment Agreement • June 9th, 1997 • Prime Service Inc • Services-equipment rental & leasing, nec
CS&M Draft 10/25/96] 7,250,000 SHARES PRIME SERVICE, INC. COMMON STOCK ($0.01 PAR VALUE) SUBSCRIPTION AGREEMENTSubscription Agreement • October 28th, 1996 • Prime Service Inc • Services-equipment rental & leasing, nec • New York
ATLAS COPCO AB GUARANTYGuaranty • June 9th, 1997 • Prime Service Inc • Services-equipment rental & leasing, nec
The undersigned, ATLAS COPCO AB, a corporation formed and organized under the laws of the Kingdom of Sweden, hereby undertakes and agrees to cause Atlas Copco North America Inc. ("Parent") and PS Acquisition Corp. ("Newco") to perform each of their respective obligations and agreements under the Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 8, 1997, by and among Parent, Newco and Prime Service, Inc. (the "Company") and the undersigned expressly agrees to be liable in the event Parent or Newco fails to perform any of their respective obligations or agreements under the Merger Agreement; provided, however, that this undertaking and agreement shall terminate immediately following the Effective Time of the Merger (as each is defined in the Merger Agreement). The undersigned hereby represents and warrants to the Company that (i) it has full corporate power and authority to execute and deliver this undertaking and perform its obligations hereunder, (ii) it has taken
TERMINATION OF MANAGEMENT AGREEMENT THIS TERMINATION OF MANAGEMENT AGREEMENT is made effective as of the 25th day of October, 1996, by and between Investcorp International, Inc., a Delaware corporation ("III") and Prime Service, Inc., a Delaware...Termination of Management Agreement • October 28th, 1996 • Prime Service Inc • Services-equipment rental & leasing, nec
THIS TERMINATION OF MANAGEMENT AGREEMENT is made effective as of the 25th day of October, 1996, by and between Investcorp International, Inc., a Delaware corporation ("III") and Prime Service, Inc., a Delaware corporation ("Prime").
Exhibit 99.13 INVESTCORP BANK E.C. GUARANTY The undersigned, INVESTCORP BANK E.C., a corporation organized under the laws of Bahrain, hereby guarantees that each of the International Investors will perform each of their respective obligations and...Guaranty Agreement • June 9th, 1997 • Prime Service Inc • Services-equipment rental & leasing, nec
The undersigned, INVESTCORP BANK E.C., a corporation organized under the laws of Bahrain, hereby guarantees that each of the International Investors will perform each of their respective obligations and agreements under this Agreement and the undersigned expressly agrees to be liable in the event any of the International Investors fails to perform any of their respective obligations or agreements under this Agreement; provided, however, that this undertaking and agreement shall terminate immediately following the Effective Time of the Merger. The undersigned hereby represents and warrants to Parent and Newco that (i) it has full corporate power and authority to execute and deliver this Agreement and perform its obligations hereunder, (ii) it has taken all actions necessary to authorize the execution, delivery and performance of this Agreement by it, (iii) such execution, delivery and performance do not conflict with, violate or otherwise result in a default under its Certificate of Inc
Exhibit 99.4 EMPLOYMENT AGREEMENT This Agreement is made and entered into effective as of February 3, 1997, by and between Primeco Inc., a Texas corporation ("Employer"), and Stanton P. Eigenbrodt ("Employee"). Employer hereby agrees to employ...Employment Agreement • June 9th, 1997 • Prime Service Inc • Services-equipment rental & leasing, nec • New York
CS&M Draft 10/25/96] 7,250,000 SHARES PRIME SERVICE, INC. COMMON STOCK ($0.01 PAR VALUE) UNDERWRITING AGREEMENTUnderwriting Agreement • October 28th, 1996 • Prime Service Inc • Services-equipment rental & leasing, nec • New York
