STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this "Agreement"), dated as of the 8th day of February, 1999, is by and among TriStar Aerospace, Inc., a Florida corporation ("TriStar" or "Purchaser"); Standard Parts and Equipment Corporation,...Stock Purchase Agreement • April 7th, 1999 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Texas
FIFTH AMENDMENT FIFTH AMENDMENT (the "Amendment"), dated as of March 31, 1998, among TRISTAR AEROSPACE CO. (f/k/a Maple Leaf Aerospace, Inc.) ("Parent"), AEROSPACE ACQUISITION CORP. ("Holdings"), TRISTAR AEROSPACE, INC. (as successor by merger with...Credit Agreement • August 13th, 1998 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • New York
11,276,858 Shares TriStar Aerospace Co. Common Stock UNDERWRITING AGREEMENT (U.S. VERSION) --------------Underwriting Agreement • April 27th, 1998 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Delaware
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 24th, 1998 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Delaware
EXHIBIT 10.5 SECURITY AGREEMENT among MAPLE LEAF AEROSPACE, INC., AEROSPACE ACQUISITION CORP., TRI-STAR AEROSPACE, INC. (as successor by merger to AEROSPACE MERGER SUB I, INC.), TRI-STAR AEROSPACE CO., VARIOUS OTHER SUBSIDIARIES OF MAPLE LEAF...Security Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • New York
SECOND AMENDMENTCredit Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • New York
PLEDGE AGREEMENTPledge Agreement • May 14th, 1999 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • New York
EMPLOYMENT AGREEMENT AGREEMENT, dated as of March 17, 1997, by and between Tri- Star Aerospace, Co., a Delaware corporation (the "Company", and Louis Partenza (the "Executive") WHEREAS, the Company desires to retain the Executive as its Senior Vice...Employment Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • Delaware
EMPLOYMENT AGREEMENTEmployment Agreement • December 21st, 1998 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Texas
SUBLEASE (Willowbrook)Sublease • February 13th, 1998 • Maple Leaf Aerospace Inc
TriStar Aerospace Co. 2527 Willowbrook Road Dallas, TX 75220Executive Employment Agreement • November 5th, 1999 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies
EXHIBIT 10.18 EXECUTIVE EMPLOYMENT AGREEMENT AGREEMENT, dated as of September 19, 1996, by and between Tri-Star Aerospace Co., a Delaware corporation (the "Company"), and Quentin P. Bourjeaurd (the "Executive"). WHEREAS, the Company desires to retain...Executive Employment Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • Delaware
EXHIBIT I EMPLOYMENT AGREEMENT This Employment Agreement (The "Agreement") is made as of May 24, 1999 by and between TriStar Aerospace, Inc, doing business at 2527 Willowbrook, Dallas, Texas 75220 (the "Company") and Daniel L. Barth, residing...Employment Agreement • November 5th, 1999 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Texas
EXECUTIVE EMPLOYMENT AGREEMENT AGREEMENT, dated as of January 15, 1998, by and between Tristar Aerospace Co., a Delaware corporation (the "Company"), and Doug Childress (the "Executive"). WHEREAS, the Company desires to retain the Executive as its...Executive Employment Agreement • December 21st, 1998 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Delaware
BY AND AMONGAsset Purchase Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • Delaware
THIRD AMENDMENT THIRD AMENDMENT (the "Amendment"), dated as of November 7, 1997, among MAPLE LEAF AEROSPACE, INC. ("Parent"), AEROSPACE ACQUISITION CORP. ("Holdings"), TRI-STAR AEROSPACE, INC. (f/k/a AEROSPACE MERGER SUB 1, INC.) ("Tri-Star...Credit Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • New York
SIXTH AMENDMENT TO CREDIT AGREEMENT AND ACKNOWLEDGMENT AND AGREEMENT WITH RESPECT TO OTHER CREDIT DOCUMENTSCredit Agreement • February 12th, 1999 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • New York
EXHIBIT L TENDER AND OPTION AGREEMENTTender and Option Agreement • November 5th, 1999 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Delaware
BY AND AMONGMerger Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • Delaware
EMPLOYMENT AGREEMENT AGREEMENT, dated as of December 8, 1997, by and between Tristar Aerospace Co., a Delaware corporation (the "Company"), and Denny J. Barge (the "Executive").Employment Agreement • December 21st, 1998 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Delaware
EXHIBIT I [CONFORMED AS EXECUTED] SUBSIDIARIES GUARANTY GUARANTY, dated as of March 24, 1999 (as amended, modified or supplemented from time to time, this "Guaranty"), made by each of the undersigned (each a "Guarantor" and, together with each other...Subsidiaries Guaranty • May 14th, 1999 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • New York
LEASELease Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc
2,000,000 Shares TriStar Aerospace Co. Common Stock UNDERWRITING AGREEMENT (INTERNATIONAL VERSION)Underwriting Agreement • April 27th, 1998 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Delaware
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • Delaware
PLEDGE AGREEMENTPledge Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • New York
LEASE AGREEMENTLease Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc
AMENDED AND RESTATED MANAGEMENT STOCKHOLDERS' AND OPTIONHOLDERS' AGREEMENTManagement Stockholders' and Optionholders' Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • Delaware
CREDIT AGREEMENT amongCredit Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • New York
SECURITY AGREEMENT among TRISTAR AEROSPACE CO., AEROSPACE ACQUISITION CORP., TRISTAR AEROSPACE, INC., STANDARD PARTS AND EQUIPMENT CORPORATION, VARIOUS LENDING INSTITUTIONS,Security Agreement • May 14th, 1999 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • New York
EXHIBIT A AGREEMENT AND PLAN OF MERGER AGREEMENT AND PLAN OF MERGER, dated as of October 31, 1999 (the "Agreement"), by and among AlliedSignal Inc., a Delaware corporation (the "Purchaser"), AlliedSignal Acquisition Corp., a Delaware corporation and a...Merger Agreement • November 5th, 1999 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Delaware
EXHIBIT H RELEASE AND WAVER OF CLAIMS THIS IS A RELEASE AND WAIVER OF CLAIMS (hereinafter referred to as "Release"), by and between TriStar Aerospace, Inc., its parents, subsidiaries and affiliates (hereinafter referred to as the "Company") and John...Release and Waiver of Claims • November 5th, 1999 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Texas
EXHIBIT 10.14 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of November 7,1996, is made and entered into by and between MAPLE LEAF AEROSPACE, INC., a Delaware corporation ("MLA"), ODYSSEY PARTNERS, L.P.,...Registration Rights Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • Delaware
BUILD AND LEASE AGREEMENTBuild and Lease Agreement • February 13th, 1998 • Maple Leaf Aerospace Inc • Oklahoma
FOURTH AMENDMENTCredit Agreement • June 12th, 1998 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • New York
EXHIBIT F AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is dated as of June 22, 1999, and is between TriStar Aerospace, Inc., a Florida corporation (the "Company"), TriStar Aerospace Co., a Delaware...Employment Agreement • November 5th, 1999 • Tristar Aerospace Co • Wholesale-machinery, equipment & supplies • Texas
