RECITALS:Agreement and Plan of Merger • February 18th, 1999 • Besicorp Group Inc • Cogeneration services & small power producers • New York
AGREEMENT AND PLAN OF MERGER DATED NOVEMBER 23, 1998 BY AND AMONG BESICORP GROUP INC. BGI ACQUISITION CORP.Merger Agreement • November 23rd, 1998 • Besicorp Group Inc • Heating equipment, except electric & warm air furnaces • New York
Schedule 3.2.1 Lease Terms Schedule 3.2.2 Schedule of Retained Assets and Permitted Liabilities Schedule 4.2.1 Subsidiaries Schedule 4.2.4 Required Consents Schedule 4.2.5 Stock Schedule 4.2.6 Subsidiaries Schedule 4.2.9 Liabilities Schedule 4.2.14...Merger Agreement • November 23rd, 1998 • Besicorp Group Inc • Heating equipment, except electric & warm air furnaces
sale or distribution thereof. 13. Further Assurances. At any time and from time to time the Grantee shall, without further consideration, take such actions (including but not limited to the delivery to the Corporation of the Certificates for the Award...Stock Agreement • July 14th, 1997 • Besicorp Group Inc • Heating equipment, except electric & warm air furnaces • New York
Exhibit 10.D STOCK AGREEMENT This Agreement dated as of December 21, 1995 ("Date of Award") by and between BESICORP GROUP INC., a New York Corporation (together with its subsidiaries, the "Corporation") and _______________________________, (the "Grantee"). In order to provide an incentive to the Grantee, who is an employee of the Corporation, to continue in the employ of the Corporation, the Corporation is willing to convey shares of the Corporation's common stock, par value $.10 per share (the "Common Stock"), to the Grantee on the terms and conditions set forth in this Agreement. In consideration of the foregoing and of the covenants set forth below, the Corporation and the Grantee agree as follows: 1. Grant. The Corporation agrees to convey to Grantee a restricted stock award of _______________ shares of the Common Stock (the "Award Shares"), upon payment by Grantee to the Corporation of the purchase price of Seven and 00/100 ($7.00) per share, and subject to the terms and condition
EXHIBIT NO. 10-A FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF BBI POWER L.P. FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT dated as of the __________ day of September, 1996 (the "First...Limited Partnership Agreement • July 14th, 1997 • Besicorp Group Inc • Heating equipment, except electric & warm air furnaces • Delaware
ship Development. After financial closing of construction financing of any partnership Development, and subject to the provisions of any Operative Contracts for such Partnership Development and the provisions of Section 7.04, each of Besicorp and Chesapeake may Assign its interests in such Project Owner without regard to whether, after the Assignment, the interests of Chesapeake and Besicorp would remain equal. (b) Dilution of Ownership Interests. If either through the sale of equity or the granting of cash flow interests of an incorporated Project owner or the granting of a partnership or cash flow interest in an unincorporated Project Owner, or otherwise, the ownership interests of Chesapeake and Besicorp, or their respective designees, is diluted in a Project Owner, the resulting dilution shall, nonetheless, preserve the equal interest in such Project Owner by Chesapeake and Besicorp, or their respective designees, until financial closing of construction financing with respect to th
