1 Exhibit 10.5 CREDIT AGREEMENT dated as of June 5, 1998Credit Agreement • August 13th, 1998 • Weston Roy F Inc • Hazardous waste management • Illinois
1 Exhibit 10.13 FOURTH AMENDMENT AND WAIVER THIS FOURTH AMENDMENT AND WAIVER dated as of November 15, 1999 (this "Amendment") amends the Credit Agreement dated as of June 5, 1998 (as previously amended, the "Credit Agreement") between ROY F. WESTON,...Credit Agreement • March 29th, 2000 • Weston Roy F Inc • Hazardous waste management
2 3 Credit Agreement and assumes and adopts the liabilities and obligations of a Borrower thereunder with respect to the credit facility established pursuant thereto, all Loans thereunder and all other obligations and liabilities related thereto...Credit Agreement • May 15th, 1997 • Weston Roy F Inc • Hazardous waste management
1 Exhibit 10.2 TERMINATION AGREEMENTTermination Agreement • August 13th, 1998 • Weston Roy F Inc • Hazardous waste management
1 EXHIBIT (b)(3) CREDIT AGREEMENT Dated as of June 1, 2001Credit Agreement • June 4th, 2001 • Weston Roy F Inc • Hazardous waste management • Virginia
THIRD AMENDMENTCredit Agreement • May 17th, 1999 • Weston Roy F Inc • Hazardous waste management
March 21, 2001 Roy F. Weston C/o Roy F. Weston, Inc. 1400 Weston Way West Chester, PA 19380-1499 Re: Merger Transaction Dear Mr. Weston: This letter shall memorialize our agreement concerning the merger transaction (the "Merger") between Roy F....Merger Agreement • March 22nd, 2001 • Weston Roy F Inc • Hazardous waste management
1 Ex.10.12 EMPLOYMENT AGREEMENT AGREEMENT made as of the 29th day of July, 1996 between ROY F. WESTON, INC., (the "Company"), a Pennsylvania corporation with offices at Weston Way, West Chester, Pennsylvania, and ROY F. WESTON ("Weston"), of Dunwoody...Employment Agreement • March 31st, 1997 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
2 3 for 180 months beginning with the first month following Thompson's 65th birthday. If Thompson dies after benefits commence, the remainder of the payments shall be made in accordance with the Retirement Agreement. If Thompson dies before benefits...Severance Agreement • March 28th, 1996 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
2 3 Control (as defined in Section 4.1(c) hereof) on or before July 31, 2001 pursuant to the terms of a written agreement between or among Company and any other Person (a " qualifying Change in Control"), Company shall pay Executive a Change in...Employment Agreement • March 29th, 2000 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
BETWEENConsulting Services Agreement • August 13th, 1998 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
BACKGROUNDCredit Agreement • March 31st, 1997 • Weston Roy F Inc • Hazardous waste management
Exhibit 10.15 AMENDED EMPLOYMENT AGREEMENT This AMENDED EMPLOYMENT AGREEMENT is dated as of March 20, 2000 (the "Effective Date") between Roy F. Weston, Inc., a Pennsylvania corporation ("Company"), and William L. Robertson (the "Executive"). WHEREAS,...Employment Agreement • March 29th, 2000 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
FIRST AMENDMENTCredit Agreement • November 16th, 1998 • Weston Roy F Inc • Hazardous waste management
BETWEENMaster Services Agreement • March 29th, 2000 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
2 3 IN WITNESS WHEREOF, Weston has caused this Agreement to be executed by its duly authorized officers, and Marrazzo has hereunto set his hand and seal as of the day and year first above written.Severance Agreement • August 14th, 1997 • Weston Roy F Inc • Hazardous waste management
2 3 3. Good-Reason Resignation. For purposes of this Agreement, Marrazzo's employment shall be deemed to have been terminated by reason of a "good-reason resignation" if Marrazzo elects in good faith to discontinue his employment with Weston because...Severance Agreement • March 31st, 1997 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
DATED APRIL 26, 2000 BY AND BETWEENFinancing and Security Agreement • May 15th, 2000 • Weston Roy F Inc • Hazardous waste management • Maryland
2 3 the Company's Class A common stock ("Stock") pursuant to a separate stock option agreement made under and subject to the Company's Stock-Based Incentive Compensation Plan (as amended and restated as of March 15, 1991) (the "Stock Option Plan"),...Employment Agreement • November 14th, 1997 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
Severance Agreement ("Agreement") made May 12, 1997 between Roy F. Weston, Inc., a Pennsylvania corporation, ("Weston") and M. Christine Murphy ("Murphy"). BACKGROUNDSeverance Agreement • August 14th, 1997 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
EXHIBIT 10.17 ROY F. WESTON, INC. SEVERANCE AGREEMENT Severance Agreement ("Agreement") made May 12, 1997 between Roy F. Weston, Inc., a Pennsylvania corporation, ("Weston") and M. Christine Murphy ("Murphy"). BACKGROUND Murphy is currently Weston's...Severance Agreement • March 31st, 1998 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
1 EXHIBIT 10.25 CONSULTING SERVICES AGREEMENT AGREEMENT NO. CG-97-WSTN1 THIS AGREEMENT is made and entered into as of the 2nd day of May, 1997 by and between Roy F. Weston, Inc. ("Weston"), a Pennsylvania corporation having its principal offices at 1...Consulting Services Agreement • March 31st, 1998 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
EXHIBIT 10.26 CONSULTING SERVICES AGREEMENT AGREEMENT NO. CG - 97 - WSTN2 THIS AGREEMENT is made and entered into as of the 12th day of June, 1997 by and between Roy F. Weston, Inc. ("Weston" or the "Company"), a Pennsylvania corporation having its...Consulting Services Agreement • March 31st, 1998 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
1 Exhibit (d)(6) ROBERTSON, McCANN March 9, 2001 ACAS Acquisitions (Weston), Inc. 2 Bethesda Metro Center 14th Floor Bethesda, MD 20814 American Capital Strategies, Ltd. 2 Bethesda Metro Center 14th Floor Bethesda, MD 20814 Roy F. Weston, Inc. 1400...Merger Agreement • March 22nd, 2001 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
October 23, 2000Stock Pooling Agreement • March 22nd, 2001 • Weston Roy F Inc • Hazardous waste management
1 Exhibit 10.11 As of October 15, 1998 Roy F. Weston, Inc. 1 Weston Way West Chester, Pennsylvania 19380 Attention: William G. Mecaughey Re: Second Amendment to Credit Agreement Ladies/Gentlemen: Please refer to the Credit Agreement dated as of June...Credit Agreement • March 29th, 2000 • Weston Roy F Inc • Hazardous waste management • Illinois
2 - 3 representations and statements made by it in this Agreement with respect to the Indenture, the Indenture Documents and all other documents relating to the removal of First Trust as Trustee and to the appointment of PNC as successor Trustee were...Trusteeship Transfer Agreement • March 28th, 1996 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
Exhibit 10.24 TRAVEL MANAGEMENT SERVICES AGREEMENT Dated as of March 15, 1996Travel Management Services Agreement • March 31st, 1998 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
Exhibit (b)(1) March 7, 2001 David Ehrenfest Steinglass Executive Vice President ACAS Acquisition (Weston), Inc. Two Bethesda Metro Center, Suite 1400 Bethesda, MD 20814 Dear Mr. Ehrenfest Steinglass: You have requested that we consider a financial...Financial Arrangement Agreement • March 22nd, 2001 • Weston Roy F Inc • Hazardous waste management
1 Exhibit 10.8 CONSULTING SERVICES AGREEMENT AGREEMENT NO. RA-97-WSTN1 THIS AGREEMENT is made and entered into as of the 1st day of June, 1997 by and between Roy F. Weston, Inc. ("Weston"), a Pennsylvania corporation having its principal offices at 1...Consulting Services Agreement • August 14th, 1997 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN WILLIAM L. ROBERTSON AND ROY F. WESTON, INC. This Amendment to Employment Agreement is made this 19th day of May, 1998, between William L. Robertson ("Executive") and Roy F. Weston, Inc. ("Company"). WHEREAS,...Employment Agreement • August 13th, 1998 • Weston Roy F Inc • Hazardous waste management
EXHIBIT 10.29 STOCK POOLING AGREEMENT This Stock Pooling Agreement ("Agreement") is made as of the Effective Date (as defined in Article 12.01 below) by and among ROY F. WESTON, INC., a Pennsylvania corporation (the "Company"), and those holders of...Stock Pooling Agreement • March 31st, 1998 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
WAIVERCredit Agreement • March 31st, 1997 • Weston Roy F Inc • Hazardous waste management
BACKGROUNDElective Deferred Compensation Agreement • March 31st, 1998 • Weston Roy F Inc • Hazardous waste management • Pennsylvania
EXHIBIT 10.27 CONSULTING/MARKETING SERVICES AGREEMENT Agreement No. _________ THIS AGREEMENT is made and entered into as of the 1st day of September, 1997 by and between Roy F. Weston, Inc. ("Weston" or the "Company"), a Pennsylvania corporation...Consulting/Marketing Services Agreement • March 31st, 1998 • Weston Roy F Inc • Hazardous waste management • Virginia
