EXHIBIT 14 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER Amendment No. 1 ("Amendment No. 1"), dated as of February 9, 1999, amending the Agreement and Plan of Merger, dated as of November 22, 1998 (the "Agreement"), between Hudson General...Agreement and Plan of Merger • February 16th, 1999 • Langner Jay B • Airports, flying fields & airport terminal services • Delaware
Exhibit 11 Hudson General Corporation 111 Great Neck Road Great Neck, New York 11021 July 9, 1998 Mr. Jay B. Langner Mr. Richard D. Segal c/o Hudson General Corporation 111 Great Neck Road Great Neck, New York 11021 Dear Jay and Rick: Each of you,...Letter Agreement • November 23rd, 1998 • Langner Jay B • Airports, flying fields & airport terminal services
November 22, 1998 Hudson General Corporation 111 Great Neck Road Great Neck, New York 11021 Gentlemen: Reference is hereby made to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of the date hereof, between Hudson General...Merger Agreement • November 23rd, 1998 • Langner Jay B • Airports, flying fields & airport terminal services
Reference is hereby made to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of the date hereof, between Hudson General Corporation (the "Company") and River Acquisition Corp. (the "Merger Sub"). As of the Effective Time, subject to the satisfaction or waiver of all of the closing conditions contained in Article VII of the Merger Agreement, we hereby agree, jointly and severally, to contribute 280,000 shares of Common Stock, par value $1.00 per share ("Common Stock"), of the Company to the Merger Sub; provided, however, that the number of shares contributed to Merger Sub shall be reduced on a share by share basis for (i) any shares of Common Stock that are contributed by other investors to Merger Sub and (ii) up to 35,000 options to purchase shares of Common Stock retained by other members of the Management Group in lieu of cancellation pursuant to the Merger. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto
AMENDED AND RESTATED JOINT FILING AGREEMENT AMENDED AND RESTATED JOINT FILING AGREEMENT, dated as of December 22, 1998, by and among Jay B. Langner, Richard D. Segal, Rocco Daloia, Fernando DiBenedetto, David A. Langner, Virginia E. Luppescu, Paul R....Joint Filing Agreement • December 23rd, 1998 • Langner Jay B • Airports, flying fields & airport terminal services
EXHIBIT 17 WAIVER AGREEMENT Waiver Agreement, dated February 15, 1999, relating to the Agreement and Plan of Merger dated as of November 22, 1998 as amended by Amendment No. 1 thereto dated February 9, 1999 (the "Merger Agreement"), between Hudson...Waiver Agreement • February 16th, 1999 • Langner Jay B • Airports, flying fields & airport terminal services • Delaware
BETWEENMerger Agreement • November 23rd, 1998 • Langner Jay B • Airports, flying fields & airport terminal services • Delaware
JOINT FILING AGREEMENTJoint Filing Agreement • November 23rd, 1998 • Langner Jay B • Airports, flying fields & airport terminal services
