PART 2 AMENDMENTS TO CREDIT AGREEMENTCredit Agreement • February 14th, 2006 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
Common Stock ($0.20 Par Value)Underwriting Agreement • November 19th, 2004 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
TRUST INDENTURE ACT INDENTURE OF 1939 SECTION SECTION --------------- ------- 310(a)(1)....................................... 6.12 (a)(2)....................................... 6.12 (a)(3)....................................... TIA...Indenture • August 3rd, 2004 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
RECITALS:Note Agreement • January 15th, 1999 • Esterline Technologies Corp • Special industry machinery, nec • Illinois
EXHIBIT 10.21 CREDIT AGREEMENT DATED AS OF OCTOBER 31, 1996 AMONG ESTERLINE TECHNOLOGIES CORPORATION AND CERTAIN OF ITS SUBSIDIARIES THAT ARE PARTY HERETO, BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION, AS AGENT, AND THE OTHER FINANCIAL...Credit Agreement • January 29th, 1997 • Esterline Technologies Corp • Special industry machinery, nec • California
ESTERLINE TECHNOLOGIES CORPORATION, as Issuer, The Subsidiary Guarantors, as Guarantors, and Wells Fargo Bank, National Association, as Trustee Indenture Dated as of August 2, 2010 7% Senior Notes due 2020Indenture • August 3rd, 2010 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
INDENTURE, dated as of August 2, 2010, among ESTERLINE TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”), the SUBSIDIARY GUARANTORS listed as signatories hereto, and Wells Fargo Bank, National Association, as Trustee.
RIGHTS AGREEMENT between ESTERLINE TECHNOLOGIES CORPORATION and MELLON INVESTOR SERVICES LLC, as Rights Agent Dated: December 11, 2002Rights Agreement • December 12th, 2002 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
RIGHTS AGREEMENT, dated as of December 11, 2002 (the "Agreement"), between Esterline Technologies Corporation, a Delaware corporation (the "Company"), and Mellon Investor Services LLC, a New Jersey limited liability company as Rights Agent (the "Rights Agent").
EXHIBIT 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 26th, 1998 • Esterline Technologies Corp • Special industry machinery, nec • California
TRUST INDENTURE ACT INDENTURE OF 1939 SECTION SECTION --------------- ------- 310(a)(1)....................................... 6.12 (a)(2)....................................... 6.12 (a)(3)....................................... TIA...Indenture • August 3rd, 2004 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
Esterline Technologies Corporation 7% Senior Notes due 2020 PURCHASE AGREEMENTPurchase Agreement • July 20th, 2010 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
Esterline Technologies Corporation, a Delaware corporation (the “Company”), and the Company’s domestic and other subsidiaries listed on the signature pages hereto (the “Guarantors”) confirm their agreement with Banc of America Securities LLC and the other several Initial Purchasers named on Schedule A hereto (collectively, the “Initial Purchasers”) on the terms set forth herein. Banc of America Securities LLC has agreed to act as the representative of the several Initial Purchasers (the “Representative”) in connection with the offering and sale of the Securities (as defined below).
amongMerger Agreement • July 9th, 2004 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control
FOURTH AMENDMENT TO LEASE (901 Lease)Lease Agreement • January 6th, 2006 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • Washington
AGREEMENT FOR THE SALE AND PURCHASE OF THE ENTIRE ISSUED SHARE CAPITAL OF DARCHEM HOLDINGS LIMITED CONTENTSAgreement for the Sale and Purchase of Shares • December 16th, 2005 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • England
EXHIBIT 10.5 INDUSTRIAL LEASE -MODIFIED NET- 1. PARTIES, This Lease, dated, for reference purposes only, July 17, 1984, is made by and between 801 Dexter Associates (herein called "Landlord") and Korry Electronics Co., a division of Criton...Industrial Lease • January 6th, 2006 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 9th, 2013 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
THIS CREDIT AGREEMENT, dated as of March 11, 2011, is by and among ESTERLINE TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”), ESTERLINE TECHNOLOGIES EUROPE LIMITED, a company organized under the laws of the United Kingdom (the “U.K. Borrower” and, together with the Company, collectively the “Borrowers”), the Guarantors (as hereinafter defined), the Obligated Foreign Subsidiaries (as hereinafter defined), the Lenders (as hereinafter defined) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).
AMENDMENT NO. 7 TO CREDIT AGREEMENTCredit Agreement • April 22nd, 2009 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
CREDIT AGREEMENT dated as of June 11, 2003 (as amended, supplemented, restated or otherwise modified from time to time, this “Agreement”) among ESTERLINE TECHNOLOGIES CORPORATION, a Delaware corporation (the “Borrower”), the banks, financial institutions and other lenders listed on the signature pages hereof as the Initial Lenders (the “Initial Lenders”), the bank listed on the signature pages hereof as the Issuing Bank (as further defined below, the “Issuing Bank”), the bank listed on the signature pages hereof as the Swing Line Bank (as further defined below, the “Swing Line Bank” and, together with the Initial Lenders and the Issuing Bank, the “Initial Lender Parties”), WACHOVIA BANK, NATIONAL ASSOCIATION, as collateral agent (together with any successor collateral agent appointed pursuant to Article VII, in such capacity, the “Collateral Agent”) for the Secured Parties (as hereinafter defined), WACHOVIA BANK, NATIONAL ASSOCIATION (“Wachovia”), as administrative agent (together with
UNDERWRITING AGREEMENTUnderwriting Agreement • January 19th, 2001 • Esterline Technologies Corp • Special industry machinery, nec • New York
Esterline Technologies Corporation, a Delaware corporation (the "Company"), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the "Underwriters") an aggregate of 2,800,000 shares (the "Firm Shares") of Common Stock, $0.20 par value (the "Common Stock"), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 420,000 shares of Common Stock (the "Additional Shares"). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the "Shares." The Shares are described in the Prospectus which is referred to below. UBS Warburg LLC and First Union Securities, Inc. are acting as representatives of the several Underwriters and in such capacity are hereinafter referred to as "you."
TA MFG LIMITED as Issuer ESTERLINE TECHNOLOGIES CORPORATION as Parent Guarantor THE SUBSIDIARY GUARANTORS as Guarantors 3.625% SENIOR NOTES DUE 2023 INDENTURE Dated as of April 8, 2015 WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee SOCIÉTÉ GÉNÉRALE...Indenture • April 8th, 2015 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
INDENTURE dated as of April 8, 2015 among TA Mfg Limited, a private limited company incorporated under the laws of England and Wales (the “Issuer”), Esterline Technologies Corporation, a Delaware corporation (the “Parent Guarantor”), the subsidiary guarantors from time to time party hereto, Wells Fargo Bank, National Association, as trustee (the “Trustee”), and Société Générale Bank & Trust, as transfer agent, registrar, authenticating agent and paying agent.
Esterline Technologies Corporation 7% Senior Notes due 2020 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 3rd, 2010 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
CHECK HERE IF YOU ARE A BROKER-DEALER AND WISH TO RECEIVE 10 ADDITIONAL COPIES OF THE PROSPECTUS AND 10 COPIES OF ANY AMENDMENTS OR SUPPLEMENTS THERETO. ¨
AGREEMENT AND PLAN OF MERGER by and among ESTERLINE TECHNOLOGIES CORPORATION, TRANSDIGM GROUP INCORPORATED and THUNDERBIRD MERGER SUB INC. Dated as of October 9, 2018Merger Agreement • October 10th, 2018 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 9, 2018, is by and among ESTERLINE TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”), TRANSDIGM GROUP INCORPORATED, a Delaware corporation (“Parent”), and THUNDERBIRD MERGER SUB INC., a Delaware corporation (“Merger Sub” and, together with the Company and Parent, the “Parties”).
TERMINATION PROTECTION AGREEMENTTermination Protection Agreement • February 5th, 2019 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control
This Agreement (“Agreement”) is made this ___ day of ____________ between Esterline Technologies Corporation, a Delaware corporation, with its principal offices at 500 108th Avenue N.E., Suite 1500, Bellevue, Washington 98004 (the “Company”) and ___________ (the “Executive”).
Exhibit 10.19 TERMINATION PROTECTION AGREEMENT This Agreement ("Agreement") is made this _____ day of _______________, 200_ between Esterline Technologies Corporation, a Delaware corporation, with its principal offices at 500 108th Avenue N.E., Suite...Termination Protection Agreement • January 6th, 2006 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control
INDUSTRIAL AND BUILD-TO-SUIT PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • September 14th, 1998 • Esterline Technologies Corp • Special industry machinery, nec • California
ESTERLINE TECHNOLOGIES CORPORATION 2013 EQUITY INCENTIVE PLANGlobal Restricted Stock Unit Award Agreement • February 5th, 2019 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • Washington
Pursuant to your Global Restricted Stock Unit Award Notice (the “Award Notice”) and this Global Restricted Stock Unit Award Agreement, including any applicable country-specific provisions in the Appendix hereto (together, this “Agreement”), Esterline Technologies Corporation (the “Company”) has granted you a Restricted Stock Unit Award (the “Award”) under its 2013 Equity Incentive Plan (as may be amended and/or restated from time to time) (the “Plan”), for the number of Restricted Stock Units indicated in your Award Notice.
NOTARIESProperty Lease • January 6th, 2006 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control
SEVENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 13th, 2015 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
THIS CREDIT AGREEMENT, dated as of March 11, 2011, is by and among ESTERLINE TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”), ESTERLINE TECHNOLOGIES EUROPE LIMITED, a company incorporated in England and Wales with registration number 06787209 (“ETEL”), ESTERLINE TECHNOLOGIES LIMITED, a company incorporated in England and Wales with registration number 03837209 (“ETL”), ESTERLINE TECHNOLOGIES GLOBAL LIMITED, a company incorporated in England and Wales with registration number 09002080 (“ETGL”), TA MFG LIMITED, a company incorporated in England and Wales with registration number 01979171 (“TA MFG”) and ESTERLINE INTERFACE TECHNOLOGIES LIMITED, a company incorporated in England and Wales with registration number 08331349 (“EITL”), the Guarantors (as hereinafter defined), the Obligated Foreign Subsidiaries (as hereinafter defined), the Lenders (as hereinafter defined) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for th
AMENDMENT NO. 8 TO CREDIT AGREEMENT AND CONSENTCredit Agreement • June 3rd, 2010 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
THIS AMENDMENT NO. 8 TO CREDIT AGREEMENT AND CONSENT (this “Amendment”), dated as of April 30, 2010, is by and among ESTERLINE TECHNOLOGIES CORPORATION, a Delaware corporation (the “Borrower”), the lenders party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION (successor by merger to Wachovia Bank, National Association), as Collateral Agent, Issuing Bank, Swingline Bank and Administrative Agent (in such capacities, the “Administrative Agent”).
LEASE AGREEMENT Advanced Input Devices/Glacier PartnersLease Agreement • January 19th, 2001 • Esterline Technologies Corp • Special industry machinery, nec
THIS LEASE, made this 27 day of Feb, 1998, by and between Glacier Partners, an Idaho general partnership, hereinafter referred to as "Lessor", and Advanced Input Devices, Inc., a Delaware corporation, hereinafter referred to as "Lessee."
EIGHTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • October 10th, 2018 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • New York
THIS EIGHTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of October 9, 2018, is by and among (a) ESTERLINE TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”), (b) ESTERLINE TECHNOLOGIES EUROPE LIMITED, a company incorporated in England and Wales with registration number 06787209 (“ETEL”), ESTERLINE TECHNOLOGIES LIMITED, a company incorporated in England and Wales with registration number 03837209 (“ETL”), ESTERLINE TECHNOLOGIES GLOBAL LIMITED, a company incorporated in England and Wales with registration number 09002080 (“ETGL”), TA MFG LIMITED, a company incorporated in England and Wales with registration number 01979171 (“TA MFG”) and ESTERLINE INTERFACE TECHNOLOGIES LIMITED, a company incorporated in England and Wales with registration number 08331349 (“EITL” and together with ETL, ETGL, TA MFG and ETEL, collectively, the “Foreign Borrowers”; the Foreign Borrowers, together with the Company, collectively the “Borrowers”), (c) the Domestic Subsidiaries of
STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 24th, 2008 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • California
This Stock Purchase Agreement (this “Agreement”) is entered into as of November 17, 2008 by and among each of the individuals set forth on Annex I (each, a “Seller” and, collectively, the “Sellers”), NMC Group, Inc., a California corporation (the “Company”), and Esterline Technologies Corporation, a Delaware corporation (the “Buyer”).
TERMINATION PROTECTION AGREEMENTTermination Protection Agreement • March 5th, 2009 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control
This Agreement (“Agreement”) is an amendment and restatement made this day of , of the agreement made , between Esterline Technologies Corporation, a Delaware corporation, with its principal offices at 500 108th Avenue N.E., Suite 1500, Bellevue, Washington 98004 (the “Company”) and (the “Executive”).
AGREEMENTShareholder Agreement • October 18th, 2016 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • Delaware
This Agreement (this “Agreement”) is made and entered into as of October 18, 2016 by and among Esterline Technologies Corporation (the “Company”) and the entities and natural persons set forth in the signature pages hereto (collectively, “FPA”) (each of the Company and FPA, a “Party” to this Agreement, and collectively, the “Parties”).
EXHIBIT 10.22 REAL PROPERTY LEASE AND SUBLEASE THIS REAL PROPERTY LEASE AND SUBLEASE (this "Lease"), dated for reference purposes the 28th day of June, 1996, is by and between 810 DEXTER L.L.C., a Washington limited liability company (the "Landlord"),...Real Property Lease • January 6th, 2006 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • Washington
Severance Protection AgreementSeverance Protection Agreement • March 4th, 2005 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • Washington
ContractLease Agreement • November 23rd, 2016 • Esterline Technologies Corp • Industrial instruments for measurement, display, and control • Baja California
LEASE AGREEMENT entered into by and between, PROMOTORA INDUSTRIAL TIJUANA, S. A DE C. V., hereinafter referred to as PITSA, represented by Mr. Jaime Roberts Vildosola, and LEACH INTERNATIONAL DE MEXICO, S. DE R.L. DE C.V., hereinafter referred to as COMPANY, represented by Mr. Dennis Sheredy, pursuant to the following RECITALS and CLAUSES.
