ARTICLE 1.Lease Agreement • January 31st, 2003 • Brickman Group LTD • Colorado
LEASELease • January 31st, 2003 • Brickman Group LTD • Pennsylvania
Exhibit 10.11 THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD, UNLESS IT HAS BEEN REGISTERED UNDER SUCH ACT OR APPLICABLE STATE SECURITIES LAWS OR UNLESS...Brickman Group LTD • January 31st, 2003 • Pennsylvania
Exhibit 10.2 $80,000,000 CREDIT FACILITY CREDIT AGREEMENT Dated as of December 20, 2002Credit Agreement • January 31st, 2003 • Brickman Group LTD • Illinois
EXHIBIT 10.5 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made as of January 14, 1998, between The Brickman Group, Ltd., an Illinois corporation (the "Company"), Brickman Holdings Corp., a Delaware corporation ("Holdings"), and...Employment Agreement • January 31st, 2003 • Brickman Group LTD • Pennsylvania
INDENTUREBrickman Group LTD • January 31st, 2003 • New York
Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT Dated as of December 20, 2002Registration Rights Agreement • January 31st, 2003 • Brickman Group LTD • New York
Execution Version RECAPITALIZATION AGREEMENTRecapitalization Agreement • January 31st, 2003 • Brickman Group LTD • Pennsylvania
NATIONAL MANAGER CONFIDENTIALITY AND NON-COMPETITION AGREEMENT This Agreement made as of the 1st day of January, 1999, by and between The Brickman Group, Ltd. ("Company") and John King ("Employee"). WHEREAS, The Company desires to employ the Employee...Confidentiality and Non-Competition Agreement • January 31st, 2003 • Brickman Group LTD • Pennsylvania
Exhibit 10.3 BORROWER SECURITY AGREEMENT THIS BORROWER SECURITY AGREEMENT (this "Agreement"), dated as of December 20, 2002, is between THE BRICKMAN GROUP, LTD., a Delaware corporation (the "Debtor") and ANTARES CAPITAL CORPORATION, a Delaware...Borrower Security Agreement • January 31st, 2003 • Brickman Group LTD • Illinois
BACKGROUNDIndemnity Agreement • January 31st, 2003 • Brickman Group LTD • Pennsylvania
ASSET PURCHASE AGREEMENT by and among THE BRICKMAN GROUP, LTD., BRICKMAN BENGALS, LLC, GROUNDMASTERS, INC. GROUNDMASTERS, LLC and Michael G. Rorie as PRINCIPALAsset Purchase Agreement • November 3rd, 2006 • Brickman Group LTD • Agricultural services • Delaware
THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of October 31, 2006, by and among The Brickman Group, Ltd., a Delaware corporation (“Parent”), Brickman Bengals, LLC, a Delaware limited liability company (“Buyer”), Groundmasters, Inc., an Ohio corporation (“Groundmasters”), Groundmasters, LLC, an Ohio limited liability company, (the “GM Subsidiary,” together with Groundmasters, the “Company”) and Michael G. Rorie (the “Principal”).
SEVERANCE AGREEMENTSeverance Agreement • March 30th, 2004 • Brickman Group LTD • Agricultural services • Maryland
THIS SEVERANCE AGREEMENT (this “Agreement”) is made by and between The Brickman Group, Ltd. (the “Company”) and Mark A. Hjelle (“Executive”).
CONSENT AND THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 3rd, 2006 • Brickman Group LTD • Agricultural services • Illinois
THIS CONSENT AND THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of October 31, 2006 by and among THE BRICKMAN GROUP, LTD., a Delaware corporation (the “Borrower”), BRICKMAN GROUP HOLDINGS, INC., a Delaware corporation (“Holdings”), ANTARES CAPITAL CORPORATION, a Delaware corporation, as Agent under the Credit Agreement referred to below, the “Lenders” party to the Credit Agreement referred to below and each of the other entities who are signatories hereto under the heading “Loan Parties” on the signature pages hereto (such entities, together with Borrower and Holdings, are sometimes referred to herein collectively as the “Loan Parties” and each individually as a “Loan Party”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 11th, 2004 • Brickman Group LTD • Agricultural services • Pennsylvania
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made as of April 12, 2004, among The Brickman Group, Ltd., a Delaware corporation (the “Company”), Brickman Group Holdings, Inc., a Delaware corporation (“Holdings”), and Scott Brickman (“Executive”).
EMPLOYMENT AND CONSULTING AGREEMENTEmployment and Consulting Agreement • March 24th, 2006 • Brickman Group LTD • Agricultural services • Pennsylvania
This Employment and Consulting Agreement (the “Agreement”) is dated March 23, 2006 and is among The Brickman Group, Ltd. (“Company”), Brickman Group Holdings, Inc. (“Holdings”) and Charles B. Silcox (“Executive” and, together with Company and Holdings, the “Parties”).
SUPPLEMENTAL INDENTURESupplemental Indenture • May 12th, 2005 • Brickman Group LTD • Agricultural services • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 1, 2005, among Brickman Group LLC (the “New Guarantor”), a subsidiary of The Brickman Group, Ltd. (or its successor), a Delaware corporation (the “Company”), the Guarantors (the “Existing Guarantors”) under the Indenture referred to below, and J.P. Morgan Trust Company, National Association, as trustee under the Indenture referred to below (the “Trustee”).
THIRD AMENDMENT TO LEASELease • May 11th, 2004 • Brickman Group LTD • Agricultural services
THIS THIRD AMENDMENT TO LEASE (this “Third Amendment”) is made and entered into as of the 1st day of January, 2004, by and between Brickman Leasing, LLC, an Illinois limited liability company (“Landlord”), and The Brickman Group, Ltd., a Delaware corporation (“Tenant”).
THIRD AMENDMENT TO LEASELease • May 11th, 2004 • Brickman Group LTD • Agricultural services
THIS THIRD AMENDMENT TO LEASE (this “Third Amendment”) is made and entered into as of the 1st day of January, 2004, by and between Brickman Leasing, LLC, an Illinois limited liability company (“Landlord”), and The Brickman Group, Ltd., a Delaware corporation (“Tenant”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG BRICKMAN GROUP HOLDINGS, INC., BRICKMAN GROUP LLC, BRICKMAN ACQUISITIONS LTD., AND THE SHAREHOLDERS OF BRICKMAN ACQUISITIONS LTD. NAMED HEREIN APRIL 1, 2005Agreement and Plan of Merger • May 12th, 2005 • Brickman Group LTD • Agricultural services • Michigan
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 1, 2005, is by and among Brickman Group Holdings, Inc., a Delaware corporation (“Parent”), Brickman Group LLC, a Delaware limited liability company (the “Merger Sub”), Brickman Acquisitions Ltd., a Michigan corporation (the “Company”) and the shareholders of the Company listed on the signature pages hereto (collectively, the “Shareholders”).
THIRD AMENDMENT TO LEASELease • May 11th, 2004 • Brickman Group LTD • Agricultural services
THIS THIRD AMENDMENT TO LEASE (this “Third Amendment”) is made and entered into as of the 1st day of January, 2004, by and between Brickman Leasing, LLC, an Illinois limited liability company (“Landlord”), and The Brickman Group, Ltd., a Delaware corporation (“Tenant”).
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD, UNLESS IT HAS BEEN REGISTERED UNDER SUCH ACT OR APPLICABLE STATE SECURITIES LAWS OR UNLESS AN EXEMPTION...Brickman Group LTD • November 3rd, 2006 • Agricultural services • Delaware
This Note is issued pursuant to an Asset Purchase Agreement, dated as of the date hereof (as may be amended and modified from time to time, the “Asset Purchase Agreement”), by and among the Company, Brickman Bengals, LLC, a Delaware limited liability company, the Holder, Groundmasters, LLC, an Ohio limited liability company (the “GM Subsidiary”) and Stockholder. Payment of this Note is subject to the terms and conditions of the Asset Purchase Agreement, the terms of which are incorporated herein by reference as if fully set forth at length herein.
EMPLOYMENT AGREEMENTEmployment Agreement • November 22nd, 2006 • Brickman Group LTD • Agricultural services • Maryland
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of this 16th day of November, 2006, and shall be effective as of the Effective Time (as defined in the Merger Agreement (as defined below), if any (the “Effective Date”), among BG Holding LLC, a Delaware limited liability company (the “Parent”), The Brickman Group, Ltd., a Delaware corporation (the “Company”), Brickman Group Holdings, Inc., a Delaware corporation (“Holdings”), and Scott Brickman (“Executive”).
LEASE Made and Entered Into Between BRICKMAN LEASING, LLC AS LANDLORD and THE BRICKMAN GROUP, LTD. AS TENANT Property Located in Columbus, Ohio Dated as of August 23, 2006Lease • November 13th, 2006 • Brickman Group LTD • Agricultural services • Ohio
WHEREAS, this Lease replaces the UEI Lease, in its entirety, and constitutes a new landlord-tenant relationship between the parties for the Premises.
45,000,000 CREDIT FACILITY CREDIT AGREEMENT Dated as of April 16, 2004 by and among BRICKMAN GROUP HOLDINGS, INC., as Borrower ANTARES CAPITAL CORPORATION for itself, as a Lender and as Agent for all Lenders and THE OTHER FINANCIAL INSTITUTIONS PARTY...Credit Agreement • April 20th, 2004 • Brickman Group LTD • Agricultural services • Illinois
This CREDIT AGREEMENT (this “Agreement”) is entered into as of April 16, 2004, by and among Brickman Group Holdings, Inc., a Delaware corporation (the “Borrower”), Antares Capital Corporation, a Delaware corporation, as agent for the several financial institutions from time to time party to this Agreement (collectively, the “Lenders” and individually, each a “Lender”) and for itself as a Lender, and such Lenders.
FIRST AMENDMENT TO CREDIT AGREEMENT AND HOLDINGS GUARANTYCredit Agreement and Holdings Guaranty • April 20th, 2004 • Brickman Group LTD • Agricultural services • Illinois
THIS FIRST AMENDMENT TO CREDIT AGREEMENT AND HOLDINGS GUARANTY (this “Amendment”) is entered into as of April 16, 2004 by and among THE BRICKMAN GROUP, LTD., a Delaware corporation (the “Borrower”); BRICKMAN GROUP HOLDINGS, INC., a Delaware corporation (“Holdings”); ANTARES CAPITAL CORPORATION, a Delaware corporation, as Agent and as Lender, the Lenders who are signatories hereto and each of the other Persons who are signatories hereto (individually, a “Loan Party” and collectively, the “Loan Parties”).
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • November 3rd, 2006 • Brickman Group LTD • Agricultural services • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 31, 2006, among Brickman Bengals, LLC (the “New Guarantor”), a subsidiary of The Brickman Group, Ltd. (or its successor), a Delaware corporation (the “Company”), the Company, the Guarantors (the “Existing Guarantors”) under the Indenture referred to below, and The Bank of New York Trust Company, N.A. (successor to Bank One N.A.), as trustee under the Indenture referred to below (the “Trustee”).
PETTIT COMMERCIAL PROPERTIES, LLC FLOWER HILL PROFESSIONAL CENTER OFFICE LEASEFlower Hill Professional Center • November 5th, 2004 • Brickman Group LTD • Agricultural services • Maryland
THlS AGREEMENT OF LEASE (“Lease”) is made this 26th day of September, 2003, by PETTIT COMMERCIAL PROPERTIES, LLC (hereinafter referred to as “LANDLORD”) and The Brickman Group, Ltd. (hereafter referred to as “TENANT”).
