EXHIBIT 10.24 PLEDGE AGREEMENT - COMPANY --------------------------Pledge Agreement • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes • Illinois
Exhibit 4.5 SECOND SUPPLEMENTAL INDENTURE Second Supplemental Indenture (this "Supplemental Indenture"), dated as of January 31, 1999, among the companies identified on the signature pages hereto as the "Guaranteeing Subsidiaries" (the "Guaranteeing...Supplemental Indenture • May 17th, 1999 • Impac Group Inc /De/ • Paperboard containers & boxes • New York
EXHIBIT 10.62 SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 31st, 1999 • Impac Group Inc /De/ • Paperboard containers & boxes • New York
FOURTH AMENDMENT ----------------Credit Agreement • March 31st, 1999 • Impac Group Inc /De/ • Paperboard containers & boxes
EXHIBIT 10.21 SECURITY AGREEMENT-COMPANY DATED AS OF MARCH 12, 1998Security Agreement • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes • Illinois
LEASE AGREEMENT --------------- entered into on 14 August 1996, filed under ERFNR. 327530/96 entered into by and between a) Walter Reischl, businessman 5020 Salzburg, Glaser Strabe 24 b) W.R. Druck Medien Ges.m.b.H. & Co. KG (formerly Reischl - Druck...Lease Agreement • March 31st, 1999 • Impac Group Inc /De/ • Paperboard containers & boxes
EXHIBIT 10.19 ================================================================= =============== --------------------------------------------------------------- ----------------- CREDIT AGREEMENT DATED AS OF MARCH 12, 1998Credit Agreement • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes • Illinois
IMPAC GROUP, INC. SERIES A AND SERIES B 10 1/8% SENIOR SUBORDINATED NOTES DUE 2008Impac Group Inc /De/ • April 17th, 1998 • Paperboard containers & boxes • New York
IMPAC GROUP, INC., a Delaware corporation (hereinafter called the "Company"), for value received, hereby promises to pay to HERITAGE FUND II ------- INVESTMENT CORPORATION, a Delaware corporation ("Payee"), or its registered ----- assigns, the entire...Note Purchase Agreement • March 30th, 2000 • Impac Group Inc /De/ • Paperboard containers & boxes • Massachusetts
This Note has not been registered under the Securities Act of 1933, as amended, and may not be sold or otherwise transferred in the absence of such registration or an exemption therefrom under such Act or any applicable state securities laws. Furthermore, this Note may be sold or otherwise transferred only in compliance with the conditions specified in the Note Purchase Agreement referred to hereinafter, a complete and correct copy of which is available for inspection at the principal office of IMPAC Group, Inc. and will be furnished without charge to the holder of this Note upon written request.
ESCROW AGREEMENT ------ ---------Escrow Agreement • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes • Illinois
R E C I T A L S: ---------------Impac Group Inc /De/ • April 17th, 1998 • Paperboard containers & boxes • Illinois
C. The Assignor may from time to time be an account party to one or more Swap Contracts relating to the Revolving Loans (each such Swap Contract with a Swap Creditor (as defined below), a "Secured Swap Contract") with Bank of ---------------------...Impac Group Inc /De/ • April 17th, 1998 • Paperboard containers & boxes • Illinois
EXHIBIT 10.61 SECOND AMENDED AND RESTATED STOCKHOLDER AGREEMENTStockholder Agreement • March 31st, 1999 • Impac Group Inc /De/ • Paperboard containers & boxes
RECITALS:Lease • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes
designated by the Stockholder on Annex A. The Company hereby agrees that it will ------- pay the aggregate Purchase Price out of the net proceeds received by it pursuant to the Securities Purchase Agreement.Impac Group Inc /De/ • March 31st, 1999 • Paperboard containers & boxes
Immediately after the closing under the Securities Purchase Agreement, dated as of the date hereof (the "Securities Purchase Agreement"), between the ----------------------------- Company and the investors named therein, providing for the issuance and sale by the Company of a new series of preferred stock and warrants for an aggregate purchase price of $20,000,000, each Stockholder shall deliver the certificate(s) representing the Shares to be purchased by the Company (properly endorsed or accompanied by duly executed stock powers or assignments), against payment therefor as provided herein by wire transfer to an account
EXHIBIT 2.3 STOCK PURCHASE AGREEMENTImpac Group Inc /De/ • November 16th, 1998 • Paperboard containers & boxes
AMENDMENT NO. 1 TOSecurities Purchase Agreement • March 30th, 2000 • Impac Group Inc /De/ • Paperboard containers & boxes
iii) The "Aggregate Rightholder Consideration" shall mean the --------- ----------- ------------- difference of (A) the product of (I) the quotient of (1) the Rightholder Equity Value (as defined below) divided by (2) the number of SARs, the number of...Agreement and Plan of Merger • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes
INVESTMENT AGREEMENTInvestment Agreement • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes
This Seventh Amendment (this "Amendment") to the Credit Agreement (as --------- defined below) is entered into as of this 30th day of March, 2000 among IMPAC GROUP, INC., a Delaware corporation (the "Company"), AGI INCORPORATED, an ------- Illinois...Credit Agreement • May 12th, 2000 • Impac Group Inc /De/ • Paperboard containers & boxes • Illinois
INDEXImpac Group Inc /De/ • March 31st, 1999 • Paperboard containers & boxes
Exhibit 10.38 TRADEMARK ASSIGNMENT - KF-INTERNATIONAL --------------------------------------- This Trademark Assignment (as the same may be restated, amended or modified from time to time, this "Assignment") is dated as of March 12, 1998 by and...Impac Group Inc /De/ • April 17th, 1998 • Paperboard containers & boxes • Illinois
Exhibit 4.3 ___________________________________________________________________ _____________ REGISTRATION RIGHTS AGREEMENT Dated as of March 12, 1998 by and among IMPAC Group, Inc. the Guarantors named herein, Goldman, Sachs & Co.,Registration Rights Agreement • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes • New York
EXHIBIT 10.23 SECURITY AGREEMENT - SUBSIDIARY GUARANTORS DATED AS OF MARCH 12, 1998Security Agreement • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes • Illinois
Exhibit 10.7 AMENDED AND RESTATED LEASE by and between KLEARFOLD, INC.,Lease • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes • Pennsylvania
EXHIBIT 10.27 GUARANTY - COMPANY ------------------Impac Group Inc /De/ • April 17th, 1998 • Paperboard containers & boxes
This Guaranty shall in all respects be a continuing, absolute and unconditional guaranty, and shall remain in full force and effect (notwithstanding, without limitation, that at any time or from time to time all Obligations may have been paid in full).
Exhibit 10.50 FIRST AMENDMENT TO REIMBURSEMENT AGREEMENT ----------------------- This First Amendment to Reimbursement Agreement (the "Amendment") is made as of the 11th day of March, 1998 by and between Mellon Bank, N.A. ("Lender"), and Klearfold,...Reimbursement Agreement • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes
EXHIBIT 10.89 Support Agreement between Impac Group Inc., a Delware corporation AGI Incorporated, an Illinois corporation Klearfold Inc., a Pennsylvanian corporation IMPAC Europe Limited Levelprompt Limited and The Companies party heretoSupport Agreement • March 31st, 1999 • Impac Group Inc /De/ • Paperboard containers & boxes • England
and -Impac Group Inc /De/ • March 31st, 1999 • Paperboard containers & boxes
EXHIBIT 10.63 IMPAC GROUP, INC. WARRANT FOR THE PURCHASE OF SERIES A COMMON STOCK THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES...Impac Group Inc /De/ • March 31st, 1999 • Paperboard containers & boxes • New York
AMONGAgreement and Plan of Merger • May 4th, 2000 • Impac Group Inc /De/ • Paperboard containers & boxes • New York
LOAN AGREEMENT betweenLoan Agreement • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes
EXHIBIT 10.20 PROMISSORY NOTE - REVOLVING LOAN -------------------------------- $40,000,000.00 Dated: March 12, 1998Promissory Note • April 17th, 1998 • Impac Group Inc /De/ • Paperboard containers & boxes
This Note is a Note referred to in, and is entitled to the benefits of, the Credit Agreement, dated as of March 12, 1998, by and among the Company, AGI Incorporated, Klearfold, Inc., the financial institutions signatory thereto (including the Lender) and the Agent (as amended, modified or supplemented from time to time, the "Credit Agreement") and the other Loan Documents. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Credit Agreement. The Credit Agreement, among other things, contains provisions for acceleration of the maturity hereof upon the happening of certain stated events and also for prepayments on account of principal hereof prior to the maturity hereof upon the terms and conditions therein specified.
This First Amendment (this "Amendment") is entered into as of this 11th day of September, 1998 among IMPAC GROUP, INC., a Delaware corporation (the "Company") AGI INCORPORATED, an Illinois corporation ("AGI"), KLEARFOLD, INC., a ------- Pennsylvania...First Amendment • March 31st, 1999 • Impac Group Inc /De/ • Paperboard containers & boxes • Illinois
LEASE of the First and Second Floors Unit 14 Berghem Mews, Blythe Road, London W14 --------------------------------------------------------------------------- ----- Clintons 55 Drury Lane London WC2B 5SQImpac Group Inc /De/ • March 31st, 1999 • Paperboard containers & boxes
