Enodis plc Issuer 10 3/8% Senior Notes Due 2012Indenture • March 28th, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies • London
10 3/8% SENIOR NOTES DUE APRIL 15, 2012 PURCHASE AGREEMENTPurchase Agreement • March 28th, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies • New York
EXHIBIT 4.8 STOCK PURCHASE AGREEMENT DATED NOVEMBER 9, 2000Stock Purchase Agreement • February 21st, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies • Delaware
EXHIBIT 4.16 SETTLEMENT AGREEMENT -------------------- This agreement (the "Agreement") is made, effective as of May 14, 2001, among International Minerals and Resources, S.A. ("IMR"), International Shipping Company, S.A. ("ISC"), Shimon Katz...Settlement Agreement • February 21st, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies • New York
AB Jelly and others" the persons defined as vendors under the sale and purchase agreement for the entire issued share capital of Elvadene Limited dated 20 December 1996; "the Accounts" the audited balance sheet as at the Accounts Date and the audited...Share Purchase Agreement • February 21st, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
10 3/8% SENIOR NOTES DUE APRIL 15, 2012 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 28th, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies • New York
EXHIBIT 10.11 DATED 25 April, 2002 SUPPLEMENTAL AGREEMENT FOR ENODIS HOLDINGS LIMITED WITH THE ROYAL BANK OF SCOTLAND plc as Facility Agent relating to a US$455,000,000 CREDIT AGREEMENT dated 20th February, 2002 INDEXSupplemental Agreement • June 17th, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
Exhibit 4.17 THIS AGREEMENT is made the 14 day of February 2002 and sets out the terms and conditions of employment between ENODIS plc ("the Company") whose registered office is at Washington House, 40-41 Conduit Street, London W1S 2YQ and ANDREW...Employment Agreement • February 21st, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies • England
EXHIBIT 10.10 COMPOSITE CONFORMED COPY (INCLUDING ALL AMENDMENTS UP TO AND INCLUDING 26TH JULY, 2002)Credit Facility Agreement • August 15th, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
THIS AGREEMENT is dated 20th February, 2002 BETWEEN: (1) ENODIS HOLDINGS LIMITED (registered number 4330209) (the "COMPANY"); (2) THE SUBSIDIARIES OF THE COMPANY listed in Schedule 1 (Original Parties) as original borrowers (in this capacity the "ORIGINAL BORROWERS"); (3) THE SUBSIDIARIES OF THE COMPANY listed in Schedule 1 (Original Parties) as original guarantors (in this capacity the "ORIGINAL GUARANTORS"); (4) CREDIT SUISSE FIRST BOSTON and THE ROYAL BANK OF SCOTLAND PLC as arrangers (in this capacity the "Arrangers"); (5) THE FINANCIAL INSTITUTIONS listed in Schedule 1 (Original Parties) as original lenders (the "ORIGINAL LENDERS"); (6) THE ROYAL BANK OF SCOTLAND PLC as issuing bank (in this capacity the "ISSUING BANK"); and (7) THE ROYAL BANK OF SCOTLAND PLC as facility agent (in this capacity the "FACILITY AGENT"). IT IS AGREED as follows: 1. INTERPRETATION 1.1 DEFINITIONS In this Agreement: "ACCESSION DEED" means a deed, substantially in the form of Schedule 8 (Form of Accessio
Exhibit 4.11 BRIDGE LOAN AGREEMENT DATED 20 February, 2002 (pound)150,000,000 BRIDGE LOAN AGREEMENTBridge Loan Agreement • February 21st, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies • New York
ANDAgreement for the Sale and Purchase of Shares • February 21st, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
May 31, 2002 Mr. David Odum 1717 Los Alamos Punta Gorda, FL 33950 Dear Dave: Reference is made to the letter agreement dated as of October 1, 2001 (the "Employment Agreement") from Enodis Corporation to you in connection with your employment by the...Employment Agreement • June 17th, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
AGREEMENTCredit Facilities Agreement • February 21st, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
CLIFFORD CHANCE OPINION LETTER ISSUED IN CONNECTION WITH THE ISSUE OF EXCHANGE SECURITIES ---------------------------------------------------------------------------Opinion Letter • March 28th, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
ENODIS LOGO]Employment Agreement • December 19th, 2003 • Enodis PLC • Wholesale-professional & commercial equipment & supplies • Florida
This letter sets forth the agreement between ENODIS CORPORATION (the “Company”) and you (referred to herein as “you” or “Executive”), with respect to your continued employment by the Company (as hereafter defined).
NOBIA AB as ParentIntercreditor Deed • February 21st, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
3) CREDIT SUISSE FIRST BOSTON EQUITIES LIMITED RIGHTS ISSUE UNDERWRITING AGREEMENTRights Issue Underwriting Agreement • February 21st, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
CONTENTSExecutive Share Option Scheme • February 21st, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
Exhibit 4.15 VENDOR LOAN AGREEMENT SUBJECT TO THE TERMS OF AN INTERCREDITOR DEEDVendor Loan Agreement • February 21st, 2002 • Enodis PLC • Wholesale-professional & commercial equipment & supplies • England
ASHURST MORRIS CRISP LOGO] Termination Agreement Enodis Plc And Andrew Allner Without Prejudice Subject to Contract THIS DEED is made on 8 April 2003 BETWEEN:Termination Agreement • December 19th, 2003 • Enodis PLC • Wholesale-professional & commercial equipment & supplies • England
Exhibit 4.9 [Enodis Corporation Letterhead] April 9, 2001 Mr. Andrew F. Roake 264 Lukes Wood Road New Canaan, CT 06840 Re: Employment Agreement -------------------- Dear Andrew: Reference is made to Section 3(d) of that certain Employment Agreement,...Employment Agreement • April 12th, 2001 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
SUPPLEMENTAL AGREEMENT DATED 17TH NOVEMBER, 2003 BETWEEN ENODIS HOLDINGS LIMITED AND THE ROYAL BANK OF SCOTLAND PLC as Facility Agent relating to a $455,000,000 CREDIT AGREEMENT dated 20th February, 2002 Allen & Overy London CONTENTSSupplemental Agreement • December 19th, 2003 • Enodis PLC • Wholesale-professional & commercial equipment & supplies
The provisions of clause 1.2 (Construction) of the Credit Agreement apply to this Agreement as though they were set out in full in this Agreement except that references to the Credit Agreement are to be construed as references to this Agreement.
ContractFacility Agreement • December 22nd, 2004 • Enodis PLC • Refrigeration & service industry machinery
$225,000,000 FACILITY AGREEMENT dated 17 September 2004 for ENODIS HOLDINGS LIMITED with LLOYDS TSB BANK PLC SUNTRUST BANK NATIONAL WESTMINSTER BANK PLC WACHOVIA BANK, N.A. THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND COMERICA BANK as Original Lenders with THE ROYAL BANK OF SCOTLAND PLC acting as Agent
