Standard Contracts
FORM OFRights Agreement • October 29th, 1999 • Water Pik Technologies Inc • Electric housewares & fans • Delaware
RECITALSSettlement Agreement • May 3rd, 2004 • Water Pik Technologies Inc • Electric housewares & fans • California
1 EXHIBIT 10.4 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") is executed as of this 15th day of September, 1998, by and between ALLEGHENY TELEDYNE INCORPORATED, a Delaware corporation with...Employment Agreement • October 29th, 1999 • Water Pik Technologies Inc • Electric housewares & fans • Pennsylvania
EXHIBIT 10.1 STOCK PURCHASE AGREEMENT DATED AS OF DECEMBER 29, 2000Stock Purchase Agreement • January 11th, 2001 • Water Pik Technologies Inc • Electric housewares & fans • California
1 EXHIBIT 4.2 RESTATED CREDIT AGREEMENT Dated as of November 29, 1999Credit Agreement • March 29th, 2000 • Water Pik Technologies Inc • Electric housewares & fans • New York
1 EXHIBIT 4.2 AMENDMENT NO. 1 TO RIGHTS AGREEMENT This Amendment No. 1 to Rights Agreement (this "Amendment") is entered into as of December 28, 2000, by and between WATER PIK TECHNOLOGIES, INC., a Delaware corporation (the "Company"), and MELLON...Rights Agreement • March 20th, 2001 • Water Pik Technologies Inc • Electric housewares & fans • Delaware
1 Exhibit 10.6 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is executed ________ __, 2000, by and between WATER PIK TECHNOLOGIES, INC., a Delaware corporation with its principal place of business at 23 Corporate Plaza, Suite 246,...Employment Agreement • March 29th, 2000 • Water Pik Technologies Inc • Electric housewares & fans • California
EXHIBIT 4.1 REGISTRATION RIGHTS AGREEMENT DATED AS OF JANUARY 3, 2001Registration Rights Agreement • January 11th, 2001 • Water Pik Technologies Inc • Electric housewares & fans • California
EXHIBIT 10.5 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is executed December 1, 1999, by and between WATER PIK TECHNOLOGIES, INC., a Delaware corporation with its principal place of business at 660 Newport Center Drive, Suite...Employment Agreement • March 29th, 2000 • Water Pik Technologies Inc • Electric housewares & fans • California
1 Exhibit 4.3 FORM OF REVOLVING CREDIT NOTERevolving Credit Note • March 29th, 2000 • Water Pik Technologies Inc • Electric housewares & fans
1 2 other notice with respect to this Guarantee, (ii) presentment, demand of payment, protest, notice of dishonor or nonpayment and any other notice with respect to the Guaranteed Obligations, (iii) any requirement that the Agent or Lenders protect,...Guarantee • March 29th, 2000 • Water Pik Technologies Inc • Electric housewares & fans • New York
3 4 5. Taxes; Encumbrances. At its option, the Agent may discharge past due taxes, liens, security interests or other encumbrances at any time levied or placed on the Collateral and not permitted under the Credit Agreement, and may pay for the...Security Agreement • March 29th, 2000 • Water Pik Technologies Inc • Electric housewares & fans • New York
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 20th, 2001 • Water Pik Technologies Inc • Electric housewares & fans
1 Exhibit 10.8 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT is executed this 10th day of January, 2000, by and between Water Pik Technologies, Inc., a Delaware corporation with its principal place of business in Newport...Employment Agreement • March 29th, 2000 • Water Pik Technologies Inc • Electric housewares & fans
BETWEENEmployee Benefits Agreement • November 12th, 1999 • Water Pik Technologies Inc • Electric housewares & fans • Pennsylvania
BY AND AMONGSeparation and Distribution Agreement • December 1st, 1999 • Water Pik Technologies Inc • Electric housewares & fans • Pennsylvania
ANDRights Agreement • December 1st, 1999 • Water Pik Technologies Inc • Electric housewares & fans • Delaware
AGREEMENT AND PLAN OF MERGER BY AND AMONG COAST ACQUISITION CORPORATION, COAST MERGER CORPORATION, AND WATER PIK TECHNOLOGIES, INC. DATED AS OF JANUARY 6, 2006Merger Agreement • January 10th, 2006 • Water Pik Technologies Inc • Electric housewares & fans • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of January 6, 2006, by and among Coast Acquisition Corporation, a Delaware corporation (“Parent”), Coast Merger Corporation, a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”) and Water Pik Technologies, Inc., a Delaware corporation (the “Company”).
1 Exhibit 10.1 TAX SHARING AND INDEMNIFICATION AGREEMENT THIS TAX SHARING AND INDEMNIFICATION AGREEMENT (the "Agreement"), dated as of November 29, 1999, is made by and between Allegheny Teledyne Incorporated, a Delaware corporation ("ATI") on behalf...Tax Sharing and Indemnification Agreement • December 1st, 1999 • Water Pik Technologies Inc • Electric housewares & fans • Pennsylvania
EXHIBIT 4.1 AMENDMENT AND WAIVER AGREEMENT THIS AMENDMENT AND WAIVER AGREEMENT (this "Agreement"), dated as of June 29, 2001, to the Restated Credit Agreement, dated as of November 29, 1999 (as the same may be further amended, supplemented or modified...Amendment and Waiver Agreement • August 14th, 2001 • Water Pik Technologies Inc • Electric housewares & fans • New York
1 Exhibit 10.2 INTERIM SERVICES AGREEMENT THIS INTERIM SERVICES AGREEMENT, dated as of November 29, 1999 (the "Agreement"), is between Allegheny Teledyne Incorporated, a Delaware corporation ("Provider" or "ATI") and Water Pik Technologies, Inc., a...Interim Services Agreement • December 1st, 1999 • Water Pik Technologies Inc • Electric housewares & fans • Pennsylvania
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 21st, 2002 • Water Pik Technologies Inc • Electric housewares & fans • California
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") is entered into as of October 23, 2001, by and between WATER PIK TECHNOLOGIES, INC., a Delaware corporation with its principal place of business at 23 Corporate Plaza, Suite 246, Newport Beach, California 92660 (the "Company" or "Employer"), and Victor C. Streufert (the "Executive"), an individual residing in the State of California (the "Executive").
Note and Security Agreement (Variable Rate, LIBOR)Note and Security Agreement • November 13th, 2002 • Water Pik Technologies Inc • Electric housewares & fans • California
This Note and Security Agreement ("Agreement") made as of the date set forth below sets forth the terms and conditions governing the repayment of a loan made by Banc of America Leasing & Capital, LLC ("Secured Party") to the party identified below as "Debtor" for the purpose of financing the personal property identified below as the "Equipment", and the granting by Debtor to Secured Party of a security interest in the Equipment and certain related property to secure the repayment of all Debtor's obligations to Secured Party.
EXHIBIT 10.1 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this "Agreement") dated as of __________________, 2001, is made by and between Water Pik Technologies, Inc., a Delaware corporation (the "Company"), and ___________________________ (the...Indemnity Agreement • August 14th, 2001 • Water Pik Technologies Inc • Electric housewares & fans • Delaware
BETWEENEmployee Benefits Agreement • December 6th, 1999 • Water Pik Technologies Inc • Electric housewares & fans • Pennsylvania
GUARANTYGuaranty • November 13th, 2002 • Water Pik Technologies Inc • Electric housewares & fans • California
GUARANTEEGuarantee • January 10th, 2006 • Water Pik Technologies Inc • Electric housewares & fans • Delaware
Guarantee, dated as of January 6, 2006 (this “Guarantee”), by Zodiac S.A. (the “Guarantor”), in favor of Water Pik Technologies, Inc. (the “Guaranteed Party”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • September 2nd, 2003 • Water Pik Technologies Inc • Electric housewares & fans
GUARANTEE dated as of August 27, 2003, by Jandy Industries, Inc., a California corporation (the “Guarantor”), in favor of JPMorgan Chase Bank, a New York banking corporation, as administrative and collateral agent (“Agent”) for (i) the Lenders (the “Lenders”) named in Schedule 1.01 of the Amended and Restated Revolving Credit Agreement dated as of the date hereof, among Water Pik, Inc., Laars, Inc. and Water Pik Technologies Canada, Inc. (collectively, the “Borrowers”), the Agent, JPMorgan Chase Bank, Toronto Branch, as Canadian Agent, the Canadian Lenders party thereto and the Lenders (as amended, modified or supplemented from time to time in accordance with its terms, the “Credit Agreement”; capitalized terms used herein and not otherwise defined herein shall have the meanings attributed thereto in the Credit Agreement), (ii) itself and any other Lender as issuer of the Letters of Credit and itself as issuer of the LC Guaranties and (iii) the Persons (other than the Borrowers or Guar
BETWEENEmployee Benefits Agreement • September 13th, 1999 • Water Pik Technologies Inc • Pennsylvania
INTERCREDITOR AGREEMENTIntercreditor Agreement • March 21st, 2002 • Water Pik Technologies Inc • Electric housewares & fans
This Intercreditor Agreement (this "Agreement") dated as of the 22nd day of October, 2001, is by and between U.S. Bank National Association ("U.S. Bank") and The Chase Manhattan Bank ("Chase"), as a "Lender" and as the "Agent" for the other Lenders (Chase and such lenders collectively, the "Lenders") as named in the Restated Credit Agreement dated as of November 29, 1999 (as the same may be amended, supplemented, or modified from time to time in accordance with its terms, the "Chase Credit Agreement") by and between the Lenders, as lenders, and Water Pik, Inc. ("Water Pik") and Laars, Inc. ("Laars"), as borrowers. (Water Pik and Laars are individually and collectively referred to herein as "Borrower".)
BETWEENEmployee Benefits Agreement • October 29th, 1999 • Water Pik Technologies Inc • Electric housewares & fans • Pennsylvania
SETTLEMENT AGREEMENTSettlement Agreement • May 3rd, 2004 • Water Pik Technologies Inc • Electric housewares & fans • California
This Settlement Agreement (the “Agreement”) dated April 30, 2004 (the “Effective Date”) is made by and among Water Pik Technologies, Inc., a Delaware corporation (the “Company”), on the one hand, and Tennenbaum Capital Partners, LLC, a Delaware limited liability company (“TCP”), Special Value Bond Fund, LLC, a Delaware limited liability company (“SVBF”), Special Value Bond Fund II, LLC, a Delaware limited liability company (“SVBFII”), SVIM/MSM, LLC, a Delaware limited liability company (“SVIM/MSM”), SVIM/MSM II, LLC, a Delaware limited liability company (“SVIM/MSMII”), Tennenbaum & Co., LLC, a Delaware limited liability company (“TCO”), Michael E. Tennenbaum (“Tennenbaum”) and Mark K. Holdsworth (“Holdsworth”) on the other hand. TCP, SVBF, SVBFII, SVIM/MSM, SVIM/MSMII, TCO and Messrs. Tennenbaum and Holdsworth are collectively referred to herein as the “TC Persons.”
ISDA® International Swap Dealers Association, Inc. MASTER AGREEMENT dated as of December 21, 2001Isda Master Agreement • March 21st, 2002 • Water Pik Technologies Inc • Electric housewares & fans • New York
have entered and/or anticipate entering into one or more transactions (each a "Transaction") that are or will be governed by this Master Agreement, which includes the schedule (the "Schedule"), and the documents and other confirming evidence (each a "Confirmation") exchanged between the parties confirming those Transactions.
PROMISSORY NOTEPromissory Note • March 21st, 2002 • Water Pik Technologies Inc • Electric housewares & fans
Borrower: Water Pik, Inc. Laars, Inc. 23 Corporate Plaza Suite 246 Newport Beach, CA 92660 Lender: U.S. Bank National Association 4100 Newport Place, Suite 120 Newport Beach, CA 92660
AMENDMENT, WAIVER AND CONSENT AGREEMENTAmendment, Waiver and Consent Agreement • March 21st, 2002 • Water Pik Technologies Inc • Electric housewares & fans • New York
THIS AMENDMENT, WAIVER AND CONSENT AGREEMENT (this "Agreement"), dated as of December 21, 2001, to the Restated Credit Agreement, dated as of November 29, 1999 (as the same may be further amended, supplemented or modified from time to time in accordance with its terms, the "Credit Agreement"), among Water Pik, Inc., a Delaware corporation ("Water Pik"), and Laars, Inc., a Delaware corporation ("Laars" and together with Water Pik, herein referred to as the "Borrowers"), the Guarantors named therein, the financial institutions named therein (the "Lenders") and JPMorgan Chase Bank (f/k/a The Chase Manhattan Bank), as agent (the "Agent") for the Lenders. Capitalized terms used and not otherwise defined herein shall have the meanings attributed thereto in the Credit Agreement.
