EXHIBIT 10.2 BINKS SAMES CORPORATION CONSENT AND THIRD AMENDMENT TO NOTE PURCHASE AGREEMENT _______________________Note Purchase Agreement • July 15th, 1998 • Binks Sames Corp • General industrial machinery & equipment • New York
Exhibit 4.3 FOURTH AMENDMENT TO REVOLVING CREDIT AGREEMENT This Fourth Amendment to Revolving Credit Agreement (this "Amendment") is entered into as of the 19th day of November, 1996, by and between Binks Manufacturing Company, a Delaware corporation...Revolving Credit Agreement • February 28th, 1997 • Binks Manufacturing Co • General industrial machinery & equipment • Illinois
EXHIBIT 99.2 SECOND AMENDMENT TO RIGHTS AGREEMENT ------------------- THIS SECOND AMENDMENT TO RIGHTS AGREEMENT (this "Amendment") is made as of the 28th day of August, 1998, by and among BINKS SAMES CORPORATION, a Delaware corporation (the...Rights Agreement • September 4th, 1998 • Binks Sames Corp • General industrial machinery & equipment
EXHIBIT 10.1 SETTLEMENT AGREEMENT This Settlement Agreement, entered into this 23rd day of September, 1999, is by and between Illinois Tool Works Inc., a Delaware corporation ("ITW"), on the one hand, and Sames Corporation, a Delaware corporation...Settlement Agreement • October 14th, 1999 • Binks Sames Corp • General industrial machinery & equipment • Illinois
EXHIBIT 4.7 CREDIT AGREEMENT Dated as of September 23, 1997Credit Agreement • October 15th, 1997 • Binks Sames Corp • General industrial machinery & equipment
FIRST AMENDMENT TO FINANCING AGREEMENTFinancing Agreement • July 13th, 1999 • Binks Sames Corp • General industrial machinery & equipment
September 30, 1998 Mr. Jeffrey W. Lemajeur Binks Sames Corporation 9201 Belmont Avenue Franklin Park, Illinois 60131 Dear Jeff: Following up on our recent discussions, this will confirm our understanding and agreement relative to your employment with...Employment Agreement • October 15th, 1998 • Binks Sames Corp • General industrial machinery & equipment
EXHIBIT 10.3 AMENDED AND RESTATED CONSULTING AGREEMENT This Agreement, as amended and restated, is made as of March 1, 2000, between SAMES CORPORATION, a Delaware corporation ("Sames") and The Dratt-Campbell Company ("Consultant"). WHEREAS, Sames...Consulting Agreement • August 10th, 2000 • Sames Corp • General industrial machinery & equipment • Illinois
WITNESSETHCredit Agreement • July 15th, 1998 • Binks Sames Corp • General industrial machinery & equipment • Illinois
EXHIBIT 10.1 FIRST AMENDMENT TO CONSULTING AGREEMENT This First Amendment to Consulting Agreement is made as of this 30th day of March 1999 between Binks Sames Corporation ("BSC") and The Dratt-Campbell Company ("Consultant"). WHEREAS, BSC and...Consulting Agreement • April 14th, 1999 • Binks Sames Corp • General industrial machinery & equipment
AMENDED AND RESTATED CREDIT AGREEMENT Originally dated as of September 23, 1997 Amended and Restated as of March 16, 1998Credit Agreement • March 17th, 1998 • Binks Sames Corp • General industrial machinery & equipment
RECITALS:Settlement Agreement • March 1st, 1999 • Binks Sames Corp • General industrial machinery & equipment • Illinois
FINANCING AGREEMENTFinancing Agreement • March 1st, 1999 • Binks Sames Corp • General industrial machinery & equipment • Illinois
WITNESSETH:Letter Agreement and Promissory Note • February 28th, 1997 • Binks Manufacturing Co • General industrial machinery & equipment
RECITALSIndemnity Agreement • April 13th, 2001 • Sames Corp • General industrial machinery & equipment • Delaware
WITNESSETH:Letter Agreement • February 28th, 1997 • Binks Manufacturing Co • General industrial machinery & equipment
EXHIBIT 99.3 AGREEMENT OF PURCHASE AND SALE OF ASSETS AND STOCK -------------------------------------------------- AGREEMENT dated August 31, 1998, by and between Binks Sames Corporation, a Delaware corporation having its principal office at 9201...Agreement of Purchase and Sale of Assets and Stock • September 4th, 1998 • Binks Sames Corp • General industrial machinery & equipment • Delaware
EXHIBIT 10.3 SETTLEMENT AGREEMENT AND MUTUAL RELEASES This Settlement Agreement and Mutual Releases are entered into this 11th day of June, 1998, by and among (1) Continental Partners Group, Inc. ("Continental Partners"); (2) Binks Sames Corporation,...Settlement Agreement • July 15th, 1998 • Binks Sames Corp • General industrial machinery & equipment • Illinois
GUARANTY AGREEMENTGuaranty Agreement • March 1st, 1999 • Binks Sames Corp • General industrial machinery & equipment • Illinois
AMENDMENTEmployment Security Agreement • October 15th, 1998 • Binks Sames Corp • General industrial machinery & equipment
STOCK PLEDGE AGREEMENTStock Pledge Agreement • March 1st, 1999 • Binks Sames Corp • General industrial machinery & equipment • Illinois
This pledge includes all right, title and interest in and to, and a continuing lien upon and security interest in, all of said Securities together with any and all rights, coupons, warrants or rights to subscribe, options, dividends, liquidating dividends, splits, dividends paid in stock, dividends paid in Securities, new or reclassified Securities, or any other property which Pledgor is or may hereafter become entitled to receive on account of such Securities, any and all substitutions, additions or replacements thereof, and any and all proceeds thereof (all collectively hereinafter referred to as the "Pledged Collateral").
PATENT LICENSE AND SETTLEMENT AGREEMENT BETWEEN BINKS SAMES CORPORATION, SAMES, S.A. AND SAMES ELECTROSTATIC, INC.Patent License and Settlement Agreement • July 15th, 1998 • Binks Sames Corp • General industrial machinery & equipment • Michigan
CONSULTING AGREEMENTConsulting Agreement • October 15th, 1998 • Binks Sames Corp • General industrial machinery & equipment • Illinois
AMENDED AND RESTATED CONSULTING AGREEMENT This Agreement, as amended and restated, is made as of January 30, 2001, between SAMES CORPORATION, a Delaware corporation ("Sames") and THE DRATT-CAMPBELL COMPANY ("Consultant"). WHEREAS, Sames desires to...Consulting Agreement • April 13th, 2001 • Sames Corp • General industrial machinery & equipment • Illinois
EXHIBIT 10.2 ASSIGNMENT OF ACCOUNTS RECEIVABLE THIS ASSIGNMENT OF ACCOUNTS RECEIVABLE ("Assignment"), is made as of September 23, 1999, by and between Illinois Tool Works Inc., a Delaware corporation ("ITW" or "Assignor"), and Binks Sames Corporation,...Assignment of Accounts Receivable • October 14th, 1999 • Binks Sames Corp • General industrial machinery & equipment
BONUS AGREEMENTBonus Agreement • April 14th, 1998 • Binks Sames Corp • General industrial machinery & equipment • Illinois
AMENDMENT TO AGREEMENT OF PURCHASE AND SALE OF ASSETS AND STOCKAgreement of Purchase and Sale of Assets and Stock • October 13th, 1998 • Binks Sames Corp • General industrial machinery & equipment
LOAN AGREEMENTLoan Agreement • February 28th, 1997 • Binks Manufacturing Co • General industrial machinery & equipment • Illinois
EXECUTIVE RETIREMENT INCOME CONTRACT THIS AGREEMENT made this 1st day of December, 1980, between BINKS MANUFACTURING COMPANY, a corporation duly organized and existing under the laws of the State of Delaware ("Company") and ("Executive"). The...Executive Retirement Income Contract • February 28th, 1996 • Binks Manufacturing Co • General industrial machinery & equipment
EXHIBIT 10.1 AMENDED AND RESTATED PRODUCT SUPPLY AGREEMENT This AMENDED AND RESTATED PRODUCT SUPPLY AGREEMENT ("Agreement") is made effective this 29th day of April, 1999, and is by and between SAMES, S.A., a French corporation ("SAMES"), SAMES NORTH...Product Supply Agreement • July 13th, 1999 • Binks Sames Corp • General industrial machinery & equipment • Illinois
