EXHIBIT 10.11 CREDIT AGREEMENT dated as of May 15, 1998Credit Agreement • July 26th, 1999 • Gerber Scientific Inc • Special industry machinery, nec • Georgia
RECITALSEmployment Agreement • July 26th, 1999 • Gerber Scientific Inc • Special industry machinery, nec
EXHIBIT 10.8 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this "Amendment") is made and entered into as of the 29th day of June, 1999 by and between GERBER SCIENTIFIC, INC., a Connecticut corporation (the "Company") and...Employment Agreement • July 26th, 1999 • Gerber Scientific Inc • Special industry machinery, nec
FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "First Amendment") is dated as of the 15th day of August , 2000 among GERBER SCIENTIFIC, INC. (the "Borrower"), WACHOVIA BANK, N.A., as Agent (the "Agent") and WACHOVIA...Credit Agreement • September 13th, 2000 • Gerber Scientific Inc • Special industry machinery, nec • Georgia
EXHIBIT 10.1 July 14, 1999 Michael Cheshire Chairman & CEO Gerber Scientific, Inc. 83 Gerber Road West South Windsor, CT 06074 Dear Mike: Gerber Scientific, Inc. (the "Company") considers it essential to the best interests of its stockholders to...Change in Control Agreement • September 7th, 1999 • Gerber Scientific Inc • Special industry machinery, nec
FINANCING AGREEMENT Dated as of May 9, 2003 by and among GERBER SCIENTIFIC, INC., AND CERTAIN OF ITS SUBSIDIARIES SIGNATORY HERETO, as Borrowers, CERTAIN OF ITS SUBSIDIARIES SIGNATORY HERETO, as Guarantors, THE FINANCIAL INSTITUTIONS FROM TIME TO TIME...Financing Agreement • May 12th, 2003 • Gerber Scientific Inc • Special industry machinery, nec • New York
Financing Agreement, dated as of May 9, 2003, by and among Gerber Scientific, Inc., a Connecticut corporation (the "Parent"), each subsidiary of the Parent listed as a "Borrower" on the signature pages hereto (together with the Parent, each a "Borrower" and collectively, the "Borrowers"), each subsidiary of the Parent listed as a "Guarantor" on the signature pages hereto (each a "Guarantor" and collectively, the "Guarantors"), the financial institutions from time to time party hereto (each a "Lender" and collectively, the "Lenders"), and Ableco Finance LLC, a Delaware limited liability company ("Ableco"), as agent for the Lenders (in such capacity, the "Agent").
Name] South Windsor, CT 06074 Dear ________:Change in Control Agreement • June 29th, 2011 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
Gerber Scientific, Inc. (the “Company”) considers it essential to the best interests of its stockholders to foster the continuous employment of key management personnel. In this connection, should the Company face a possible Change in Control (as defined in Section 2 of this Agreement), such as the acquisition of a substantial share of the equity or voting securities of the Company, the Board of Directors of the Company (the “Board”) has determined that it is imperative that it and the Company be able to rely upon your continued services without concern that you might be distracted by the personal uncertainties and risks that the possibility of a Change in Control might entail.
April 25, 2006 Mr. Gregory Wolf Senior Vice President Gerber Scientific, Inc. 83 Gerber Road West South Windsor, Connecticut 06074 Dear Greg:Change in Control Agreement • July 9th, 2007 • Gerber Scientific Inc • Special industry machinery, nec
Gerber Scientific, Inc. (the "Company") considers it essential to the best interests of its stockholders to foster the continuous employment of key management personnel. In this connection, should the Company face a possible Change in Control (as defined in Section 2 of this Agreement), such as the acquisition of a substantial share of the equity or voting securities of the Company, the Board of Directors of the Company (the "Board") has determined that it is imperative that it and the Company be able to rely upon your continued services without concern that you might be distracted by the personal uncertainties and risks that the possibility of a Change in Control might entail.
CONFIDENTIAL AGREEMENT AND GENERAL RELEASEConfidential Agreement and General Release • June 29th, 2011 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
Gerber Scientific, Inc. (“Gerber”) and Stephen Lovass (“Employee”), Employee’s heirs, executors, administrators, successors, and assigns (collectively referred to throughout this Agreement as “Employee”), agree that:
AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT Dated as of March 1, 2011 Among GERBER SCIENTIFIC, INC., GERBER SCIENTIFIC INTERNATIONAL, INC., as Borrowers, THE GUARANTORS PARTY HERETO, as Guarantors, THE LENDERS PARTY HERETO, as Lenders, RBS...Credit and Guaranty Agreement • March 7th, 2011 • Gerber Scientific Inc • Special industry machinery, nec • Massachusetts
This AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT is entered into as of March 1, 2011 by and among GERBER SCIENTIFIC, INC., a Connecticut corporation (“Gerber”), and GERBER SCIENTIFIC INTERNATIONAL INC., a Connecticut corporation (“Gerber International”), as borrowers, each of GERBER SCIENTIFIC UK, LTD., a corporation organized under the laws of England and Wales and SPANDEX LIMITED, a corporation organized under the laws of England and Wales as guarantors, the lenders from time to time party hereto, RBS CITIZENS, N.A., a national banking association, as administrative agent for the lenders from time to time party hereto, SOVEREIGN BANK, as documentation agent, and RBS Citizens, N.A., as sole lead arranger and bookrunner.
EXHIBIT 10.6 August 10, 1999 Mr. David J. Logan P. O. Box 60 Great Barrington, MA 01230 Dear Dave: The purpose of this letter is to offer to extend your consulting agreement with Gerber Scientific, Inc., for an additional period of three (3) years...Consulting Agreement • September 7th, 1999 • Gerber Scientific Inc • Special industry machinery, nec
The purpose of this letter is to offer to extend your consulting agreement with Gerber Scientific, Inc., for an additional period of three (3) years with certain amendments as stated below.
AGREEMENTExecutive Compensation Agreement • December 13th, 2001 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
This Agreement is made and entered into as of the 5th day of November, 2001, by and between Gerber Scientific, Inc. (the "Company") and Michael J. Cheshire, Chairman, Chief Executive Officer, and President (the "Executive").
CONSULTANT AGREEMENTConsultant Agreement • July 29th, 2003 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
This Agreement is made on the date last signed below by and between Gerber Scientific, Inc., a Connecticut corporation, ("Company"), and Richard F. Treacy, Jr. ("Consultant').
GERBER SCIENTIFIC CANADA INC., GERBER SCIENTIFIC, INC. and VIRTEK VISION INTERNATIONAL INC.Support Agreement • September 10th, 2008 • Gerber Scientific Inc • Special industry machinery, nec • Ontario
WHEREAS the Offeror desires to acquire all of the Common Shares (as hereinafter defined) of the Company prior to the Expiry Time (as hereinafter defined) not currently owned by it and is prepared to make an offer to acquire such Common Shares;
GERBER SCIENTIFIC, INC. AND PARTICIPATING SUBSIDIARIESSupplemental Pension Benefit Plan • July 26th, 1999 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
THIRD AMENDMENT AGREEMENTThird Amendment Agreement • July 14th, 2004 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
THIRD AMENDMENT AGREEMENT (this "Agreement") dated as of July 9, 2004 by and among (1) Gerber Scientific, Inc. and Gerber Scientific International, Inc. (collectively, the "Borrowers"), (2) Gerber Venture Capital Corp., Gerber Coburn Optical International, Inc., Ultramark Adhesive Products, Ltd., Spandex Limited, Spandex Benelux BV, ND Graphic Products Limited, H. Brunner GmbH, and Gerber Scientific UK Ltd., (collectively, the "Guarantors"), (3) Fleet Capital Corporation ("Fleet Capital"), and the other financial institutions party to the Credit Agreement (as defined below) as lenders (collectively, the "Lenders" and individually, a "Lender"), (4) Fleet National Bank as issuing bank (the "Issuing Bank"), and (5) Fleet Capital, as administrative agent (the "Administrative Agent") for the Lenders with respect to a certain Credit and Security Agreement dated as of May 5, 2003 by and among the Borrowers, the Guarantors, the Lenders, the Issuing Bank and the Administrative Agent (the "Credi
SEPARATION AGREEMENT BETWEEN SHAWN HARRINGTON AND GERBER SCIENTIFIC, INC.Separation Agreement • July 14th, 2004 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
This Agreement is a contract between SHAWN HARRINGTON ("you"), and your employer, GERBER SCIENTIFIC, INC. (the "Company"). It sets out the terms under which your employment with the Company will continue and will terminate. Those terms include the payment of certain monies and benefits to you in return for your agreement to be bound by conditions set forth in this Agreement. You should thoroughly review and understand the effects of the Agreement before signing it. The Company advises you to consult an attorney before you sign this Agreement. If you sign this Agreement, you will receive the payments and benefits described in Section II below.
FIRST AMENDMENT TO FINANCING AGREEMENTFinancing Agreement • September 11th, 2003 • Gerber Scientific Inc • Special industry machinery, nec • New York
FIRST AMENDMENT, dated as of June 5, 2003 (this "Amendment"), to the Financing Agreement referred to below, by and among Gerber Scientific, Inc., a Connecticut corporation (the "Parent"), each subsidiary of the Parent listed as a "Borrower" on the signature pages hereto (together with the Parent, each a "Borrower" and collectively, the "Borrowers"), each subsidiary of the Parent listed as a "Guarantor" on the signature pages hereto (each a "Guarantor" and collectively, the "Guarantors"), the financial institutions from time to time party hereto (each a "Lender" and collectively, the "Lenders"), and Ableco Finance LLC, a Delaware limited liability company ("Ableco"), as agent for the Lenders (in such capacity, the "Agent").
GERBER SCIENTIFIC, INC. AGREEMENT FOR DEFERMENT OF DIRECTOR FEES, AS AMENDED (the "Agreement")Agreement for Deferment of Director Fees • July 26th, 2001 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
By resolution of the Board of Directors of Gerber Scientific, Inc. (the "Company"), the following Agreement has been approved for the unfunded deferred payment of Director fees in either shares of common stock of the Company ("Shares") or cash. The Agreement applies to all Director fees received by non-employee Directors of the Company, including annual retainer fees, regular meeting fees, committee fees, and special meeting fees, as applicable ("Director Fees").
NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • December 10th, 2004 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
This Agreement is made as of the ___ day of _____, 200_ ("Grant Date") between Gerber Scientific, Inc. (the "Company"), and «Name» (the "Optionee"). This Agreement is made pursuant to the Gerber Scientific, Inc. 2003 Employee Stock Option Plan (the "Plan"). Capitalized terms used herein and not otherwise defined herein shall have the meaning ascribed to them in the Plan.
ASSET PURCHASE AGREEMENT By and among GERBER SCIENTIFIC INTERNATIONAL, INC., COBURN TECHNOLOGIES, INC. And EDWARD G. JEPSEN Dated as of December 2, 2010Asset Purchase Agreement • December 2nd, 2010 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
ASSET PURCHASE AGREEMENT, dated as of December 2, 2010 (this “Agreement”), among Gerber Scientific International, Inc., a Connecticut corporation (“Seller”), Coburn Technologies, Inc., a Delaware corporation (“Buyer”), and solely for purposes of Section 12.12, Edward G. Jepsen (“Guarantor”). Buyer and Sellers are sometimes referred to individually herein as a “Party” and collectively as the “Parties.”
CONSENT AND FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 2nd, 2010 • Gerber Scientific Inc • Special industry machinery, nec • Massachusetts
CONSENT AND FOURTH AMENDMENT TO CREDIT AGREEMENT (the “Fourth Amendment”) dated as of December 1, 2010 by and among GERBER SCIENTIFIC, INC., GERBER SCIENTIFIC INTERNATIONAL INC., as Borrowers, GERBER COBURN OPTICAL INTERNATIONAL, INC., GERBER SCIENTIFIC UK, LTD., SPANDEX LTD., and VIRTEK VISION INTERNATIONAL INC. (the “Guarantors”), the several banks and other financial institutions and lenders from time to time party hereto (the “Lenders”), and RBS CITIZENS, N.A., in its capacity as administrative agent for the Lenders (the “Agent”).
SUPPLEMENTAL SEPARATION AGREEMENT BETWEEN DORIS SKOCH AND GERBER SCIENTIFIC, INC.Supplemental Separation Agreement • March 10th, 2005 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
This Agreement is a contract between DORIS W. SKOCH ("you"), and your employer, GERBER SCIENTIFIC, INC. (the "Company"). It sets out the terms under which your employment with the Company will continue and will terminate. Those terms include the payment of certain monies and benefits to you in return for your agreement to be bound by conditions set forth in this Agreement. You should thoroughly review and understand the effects of the Agreement before signing it. The Company advises you to consult an attorney before you sign this Agreement. If you sign this Agreement, you will receive the payments and benefits described in Section II below that are payable subsequent to April 30, 2005.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 13th, 2002 • Gerber Scientific Inc • Special industry machinery, nec • Georgia
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this "Second Amendment") is dated as of January 31, 2002 among GERBER SCIENTIFIC, INC. (the "Borrower"), WACHOVIA BANK, N.A., as Agent (the "Agent") and WACHOVIA BANK, N.A., FLEET NATIONAL BANK, BNP PARIBAS, JPMORGAN CHASE BANK (FORMERLY THE CHASE MANHATTAN BANK), ABN AMRO BANK N.V., CITIZENS BANK OF MASSACHUSETTS, FIRST UNION NATIONAL BANK, HARRIS TRUST AND SAVINGS BANK and MELLON BANK, N.A. (collectively, the "Banks");
ContractLease Agreement • September 13th, 2001 • Gerber Scientific Inc • Special industry machinery, nec
THIS LEASE AGREEMENT, dated as of July 31, 2001 (this "Lease"), is made between GERB (CT) QRS 14-73, INC., a Delaware corporation ("Lessor"), and GERBER TECHNOLOGY, INC., a Connecticut Corporation, GERBER SCIENTIFIC PRODUCTS, INC., a Connecticut Corporation , GERBER COBURN OPTICAL, INC., a Delaware Corporation, and GERBER SCIENTIFIC, INC., a Connecticut corporation (collectively herein, together with any corporation succeeding thereto by consolidation, merger or acquisition of its assets substantially as an entirety, called "Lessee"). The liability of each named Lessee shall be joint and several, subject to the release provisions of Article XIV hereof.
FIRST AMENDMENT TO LEASE AND SUBSTITUTION AND EXCHANGE AGREEMENTLease Agreement • June 29th, 2011 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
THIS FIRST AMENDMENT TO LEASE AND SUBSTITUTION AND EXCHANGE AGREEMENT (the “Agreement”) is made as of February 14, 2011, by and between GERB (CT) QRS 14-73, INC., a Delaware corporation, as landlord (“Landlord”), having an address at c/o W. P. Carey & Co. LLC, 50 Rockefeller Plaza, 2nd floor, New York, New York, 10020, and GERBER SCIENTIFIC, INC., a Connecticut corporation (“Gerber”), and GERBER SCIENTIFIC INTERNATIONAL, INC., a Connecticut corporation (“Gerber Scientific”), as tenant, each having an address at c/o Gerber Scientific, Inc., 83 Gerber Road West, South Windsor, Connecticut, 06074.
AGREEMENT AND PLAN OF MERGERMerger Agreement • June 13th, 2011 • Gerber Scientific Inc • Special industry machinery, nec • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of June 10, 2011 among Gerber Scientific, Inc., a Connecticut corporation (the “Company”), Vector Knife Holdings (Cayman), Ltd., a Cayman company (“Parent”), and Knife Merger Sub, Inc., a Connecticut corporation and a wholly-owned subsidiary of Parent (“Merger Subsidiary”).
ContractCredit Agreement • March 8th, 2010 • Gerber Scientific Inc • Special industry machinery, nec • Massachusetts
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 3rd, 2009 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
AGREEMENT dated as of the th day of , 20 between Gerber Scientific, Inc., a Connecticut corporation (the “Company”), and _______________ (the “Indemnitee”), a director of the Company.
FOURTH AMENDMENT AGREEMENTFourth Amendment Agreement • July 14th, 2005 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
FOURTH AMENDMENT AGREEMENT (this "Agreement") dated as of July 12, 2005 by and among (1) Gerber Scientific, Inc. and Gerber Scientific International, Inc. (collectively, the "Borrowers"), (2) Gerber Coburn Optical International, Inc., Spandex Limited, Spandex Benelux BV, Gerber Scientific International Ltd. (f/k/a ND Graphic Products Limited), H. Brunner GmbH, and Gerber Scientific UK Ltd., (collectively, the "Guarantors"), (3) the financial institutions party to the Credit Agreement (as defined below) as lenders (collectively, the "Lenders" and individually, a "Lender"), (4) Bank of America, N.A., successor by merger to Fleet National Bank, as issuing bank (the "Issuing Bank"), and (5) Fleet Capital Corporation, as administrative agent (the "Administrative Agent") for the Lenders with respect to a certain Credit and Security Agreement dated as of May 5, 2003 by and among the Borrowers, the Guarantors, the Lenders, the Issuing Bank and the Administrative Agent (as amended to date, the
July 10, 2002 David J. Logan Great Barrington, MA 01230 Re: 9; Consulting Agreement Dear Dave:Consulting Agreement • August 27th, 2002 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
The purpose of this letter is to define the basic terms of our agreement whereby you will continue to serve as a consultant to Gerber Scientific, Inc. ("Company") performing services principally for the Company and its wholly owned subsidiaries Gerber Scientific Products, Inc. ("GSP"), Gerber Coburn Optical, Inc. ("GC, Inc."), and Gerber Innovations ("GI"). This letter shall replace and become effective on the expiration of your original agreement dated August 10, 1990, as amended from time to time thereafter. Further, in addition to this letter agreement, you must execute the standard form Consultant Confidentiality and Inventions Agreement which is attached.
AGREEMENTExecutive Compensation Agreement • December 13th, 2001 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
This Agreement is made and entered into as of the 5th day of November, 2001, by and between Gerber Scientific, Inc. (the "Company") and David J. Gerber, Vice President, Business Development and Technology Strategy (the "Executive").
SPECIAL GRANT AGREEMENTSpecial Grant Agreement • March 13th, 2002 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
This Agreement is made as of the 7th day of December, 2001 ("Grant Date") between Gerber Scientific, Inc. (the "Company"), and George M. Gentile (the "Optionee").
Letterhead]Separation Agreement • March 13th, 2002 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
This letter agreement (this "Agreement") constitutes the entire agreement between Gerber Scientific, Inc. (the "Parent Company") and all of its affiliates and subsidiaries, including but not limited to, Gerber Scientific Products, Inc., Spandex PLC, Gerber Technology, Inc. and Gerber Coburn Optical, Inc. (collectively the "Subsidiaries" each individually a "Company" and together with the Parent Company the "Companies") and you regarding the separation of your employment relationship with the Companies.
WAIVER AGREEMENT UNDER CREDIT AGREEMENTWaiver Agreement • April 25th, 2002 • Gerber Scientific Inc • Special industry machinery, nec • Georgia
THIS WAIVER UNDER CREDIT AGREEMENT (this "Waiver") is dated as of April 24, 2002, among GERBER SCIENTIFIC, INC. ( the "Borrower"), WACHOVIA BANK, NATIONAL ASSOCIATION., as Agent (the "Agent") and as a Bank and the other Banks which are signatories hereto (collectively, the "Banks");
