Exhibit 4.2 SECURITY AGREEMENT ------------------ SECURITY AGREEMENT, dated as of February 26, 2008, between COHESANT INC., a Delaware corporation (the "Company"), and REGIONS BANK, an Alabama banking corporation (the "Lender"). WHEREAS, the Company...Security Agreement • February 28th, 2008 • Cohesant Inc. • General industrial machinery & equipment
Exhibit 4.1 CREDIT AGREEMENT ---------------- This Credit Agreement (the "Agreement") is entered effective as of the 26th day of February, 2008, by and between COHESANT INC., a Delaware corporation ("Borrower"), and REGIONS BANK, an Alabama banking...Credit Agreement • February 28th, 2008 • Cohesant Inc. • General industrial machinery & equipment • Indiana
Exhibit 4.3 CONTINUING GUARANTY AGREEMENT In consideration of credit which REGIONS BANK (hereinafter referred to as "Lender"), having offices at One Indiana Square, Suite 227, Indianapolis, Indiana 46204, may concurrently with the execution hereof or...Continuing Guaranty Agreement • February 28th, 2008 • Cohesant Inc. • General industrial machinery & equipment • Indiana
AGREEMENT AND PLAN OF MERGER by and among GRACO INC., GRACO INDIANA INC., COHESANT TECHNOLOGIES INC., CIPAR INC. and GLASCRAFT INC. DATED AS OF DECEMBER 3, 2007Merger Agreement • January 8th, 2008 • CIPAR Inc. • Delaware
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of the 3rd day of December, 2007 by and among GRACO INC., a Minnesota corporation (“Parent”), GRACO INDIANA INC., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), COHESANT TECHNOLOGIES, INC, a Delaware corporation (“Company”), GLASCRAFT INC., an Indiana corporation and a wholly owned subsidiary of Company (“Company Sub”) and CIPAR Inc., a Delaware corporation (“CIPAR”).
SEPARATION AGREEMENT by and between COHESANT TECHNOLOGIES INC. and CIPAR INC. Dated as of December 3, 2007Separation Agreement • January 8th, 2008 • CIPAR Inc. • Delaware
This SEPARATION AGREEMENT, dated as of December 3, 2007 (this “Agreement”), is entered into by and between Cohesant Technologies Inc., a Delaware corporation (“Cohesant”), and CIPAR Inc., a Delaware corporation and a wholly owned subsidiary of Cohesant (“Spinco” and, together with Cohesant, the “Parties” and each, a “Party”).
FORM OF TAX MATTERS AGREEMENT by and between COHESANT TECHNOLOGIES INC., on behalf of itself and the members of the Cohesant Group and CIPAR INC., on behalf of itself and the members of the CIPAR Group Dated as ofTax Matters Agreement • January 8th, 2008 • CIPAR Inc. • Delaware
THIS TAX MATTERS AGREEMENT (this “Agreement”) is entered into as of , 200_ by and among Cohesant Technologies Inc., a Delaware corporation (“Cohesant”) on behalf of Cohesant and the other members of the Cohesant Group, and CIPAR Inc., a Delaware corporation (“CIPAR”) on behalf of CIPAR and the other members of the CIPAR Group; each a “Party” and collectively, the “Parties.”
FORM OF RECIPROCAL TRANSITION SERVICES AGREEMENTReciprocal Transition Services Agreement • January 8th, 2008 • CIPAR Inc. • Delaware
THIS RECIPROCAL TRANSITION SERVICES AGREEMENT (this “Agreement”) is entered into as of , 200_, by and between COHESANT TECHNOLOGIES INC., a Delaware corporation (“Cohesant”), and CIPAR INC., a Delaware corporation (“CIPAR”).
CURAFLO® FRANCHISE AGREEMENT FOR THE COMMERCIAL MARKETFranchise Agreement • June 2nd, 2008 • Cohesant Inc. • General industrial machinery & equipment • Ohio
This Franchise Agreement (“Agreement”) is made as of this ___ day of _____________ (“Effective Date”) by and between CuraFlo Franchising Inc. (“CuraFlo”, “we”, “us” or “our”), a Delaware corporation with a principal business address at 23400 Commerce Park Road, Beachwood, Ohio 44122 and ____________________ (“Franchisee” “you” or “your”), a(n) _______________________ with a principal business address at _______________________.
FOURTH AMENDMENT TO THE ESCROW AGREEMENTEscrow Agreement • May 5th, 2008 • Cohesant Inc. • General industrial machinery & equipment
This Fourth Amendment to the Escrow Agreement dated August 12, 2005 (the “Escrow Agreement”), as previously amended, is executed to accommodate the settlement of certain claims arising under the Asset Purchase Agreement, dated August 12, 2005 (the “Purchase Agreement”) by and among the parties hereto and/or certain of their predecessors-in-interest.
