EXHIBIT BStock Option Agreement • August 14th, 1997 • Industrial Services of America Inc /Fl • Electronic components & accessories • Kentucky
PROMISSORY NOTEIndustrial Services of America Inc /Fl • October 21st, 2013 • Sanitary services • Kentucky
BB&T LOAN AGREEMENTLoan Agreement • May 22nd, 2008 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky
This Loan Agreement (the "Agreement") is made this 7th day of May, 2008 by and between BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation ("Bank"), and:
Loan and Security AgreementLoan and Security Agreement • May 2nd, 2011 • Industrial Services of America Inc /Fl • Sanitary services • Ohio
This Loan and Security Agreement (this “Agreement”) dated as of April 12, 2011 is made by and between FIFTH THIRD BANK, an Ohio banking corporation, for itself and as agent for any affiliate of Fifth Third Bancorp (together with its successors and assigns, the “Lender”), and INDUSTRIAL SERVICES OF AMERICA, INC., a corporation organized under the laws of the State of Florida and having a principal place of business at 7100 Grade Lane, Louisville, KY 40232 (“Borrower”).
EXHIBIT C-1 FORM OF BORROWER SECURITY AGREEMENT SECURITY AGREEMENTSecurity Agreement • August 9th, 2011 • Industrial Services of America Inc /Fl • Sanitary services
THIS SECURITY AGREEMENT (this “Agreement”), dated as of July 30, 2010 (the “Effective Date”), by and among FIFTH THIRD BANK, an Ohio banking corporation, as Agent for the benefit of the Secured Creditors (as defined below) (“Agent”), and INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), and each of the other Persons that become a Borrower under the Credit Agreement after the Closing Date (such Persons, together with ISA and ISA Indiana, are each a “Borrower” and, collectively, “Borrowers”), is as follows:
EXHIBIT F FORM OF REVOLVING LOAN NOTE REVOLVING LOAN NOTEIndustrial Services of America Inc /Fl • August 9th, 2011 • Sanitary services
This Note is one of the Revolving Loan Notes referred to in the Credit Agreement and is entitled to the benefits and security, and is subject to the terms and conditions, of the Credit Agreement, including, without limitation, acceleration upon the terms provided therein and in the other Loan Documents. All capitalized terms used herein which are defined in the Credit Agreement and not otherwise defined herein shall have the meanings given in the Credit Agreement.
CREDIT AGREEMENT by and among INDUSTRIAL SERVICES OF AMERICA, INC. and ISA INDIANA, INC. as Borrowers, FIFTH THIRD BANK as Agent and LC Issuer, and THE LENDERS PARTY HERETO dated as of July 30, 2010Credit Agreement • August 9th, 2011 • Industrial Services of America Inc /Fl • Sanitary services • Kentucky
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 2nd, 2016 • Industrial Services of America Inc • Sanitary services • Connecticut
THIS LOAN AND SECURITY AGREEMENT (as amended, modified, restated or supplemented, this “Agreement”), is entered into as of February 29, 2016, by and among MIDCAP BUSINESS CREDIT LLC, a Texas limited liability company, the secured party hereunder (“Lender”), INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”; and together with any additional Person (as defined in Section 15(n) below) that at any time after the date hereof becomes an additional borrower to this Agreement, jointly, severally and collectively, “Borrowers” and each a “Borrower”), ISA LOGISTICS LLC, a Kentucky limited liability company (“ISA Logistics”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), ISA REAL ESTATE, LLC, a Kentucky limited liability company (“ISA Real Estate”), ISA INDIANA REAL ESTATE, LLC, a Kentucky limited liability company (“ISA IN Real Estate”), 7021 GRADE LANE LLC, a Kentucky limited liability company (“7021 Grade Lane”), 7124 GRADE LANE LLC, a Kentucky limited liability co
Assignment of Promissory Note as Collateral SecurityIndustrial Services of America Inc /Fl • October 21st, 2013 • Sanitary services
THIS Assignment of Promissory Note as Collateral Security (the “Assignment”) is entered into as of October 15, 2013 by and between WESSCO, LLC, a Delaware limited liability company, (the "Assignor") and THE BANK OF KENTUCKY, INC., a Kentucky banking corporation, (the "Assignee").
AMENDED AND RESTATED REVOLVING LOAN NOTERevolving Loan Note • August 9th, 2011 • Industrial Services of America Inc /Fl • Sanitary services
For value received, the undersigned, INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), and each of the other Persons that become a Borrower under the Credit Agreement after the Effective Date (such Persons, together with ISA and ISA Indiana, are each a “Borrower” and, collectively, “Borrowers”), hereby jointly and severally promise to pay to the order of FIFTH THIRD BANK, an Ohio banking corporation (“Lender”), the principal sum of FORTY-FIVE MILLION AND 00/100 DOLLARS ($45,000,000), or such lesser amount as shall equal the aggregate unpaid and outstanding principal amount of the Revolving Loans made by Lender to Borrowers under the Credit Agreement dated as of July 30, 2010, as amended by the First Amendment to Credit Agreement dated of even date herewith (as the same may be hereafter amended, supplemented or restated from time to time, the “Credit Agreement”), by and among Borrowers, the Persons party there
INTERCREDITOR AND SUBORDINATION AGREEMENTIntercreditor and Subordination Agreement • March 25th, 2016 • Industrial Services of America Inc • Sanitary services • Connecticut
THIS INTERCREDITOR AND SUBORDINATION AGREEMENT (this “Agreement” as further defined below) is entered into as of this 29th day of February, 2016 by K&R, LLC, a Kentucky limited liability company (“Subordinated Lender” as further defined below), INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“Company”) and the other “Debtors” signatory hereto, for the benefit of MIDCAP BUSINESS CREDIT LLC, a Texas limited liability company (“Senior Lender” as further defined below).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 5th, 2009 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky
This Executive Employment Agreement ("Agreement") is made as of the 1st day of June, 2009 (the "Effective Date") by and between INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation located at 7100 Grade Lane, Building #1, Louisville, Kentucky 40213 (the "Company") and JEFFREY VALENTINE, an individual residing at 15946 Keeney Drive, Fairhope, Alabama 36532 ("the "Executive").
AGREEMENT AND PLAN OF SHARE EXCHANGEAgreement and Plan of Share Exchange • July 17th, 2009 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky
This AGREEMENT AND PLAN OF SHARE EXCHANGE (this "Agreement"), dated as of July 16, 2009 (the "Effective Date"), is made by and between the HARRY KLETTER FAMILY LIMITED PARTNERSHIP, a Kentucky limited partnership ("HKFLP"), 7124 GRADE LANE LLC, a Kentucky limited liability company (the "Company"), and INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation ("ISA"). HKFLP, the Company, and ISA are referred to herein separately as a "Party" and collectively as the "Parties."
AMENDED AND RESTATED REVOLVING LOAN NOTEIndustrial Services of America Inc /Fl • December 12th, 2011 • Sanitary services
For value received, the undersigned, INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation ("ISA"), ISA INDIANA, INC., an Indiana corporation ("ISA Indiana"), and each of the other Persons that become a Borrower under the Credit Agreement after the Effective Date (such Persons, together with ISA and ISA Indiana, are each a "Borrower" and, collectively, "Borrowers"), hereby jointly and severally promise to pay to the order of FIFTH THIRD BANK, an Ohio banking corporation ("Lender"), the principal sum of FORTY MILLION AND 00/100 DOLLARS ($40,000,000), or such lesser amount as shall equal the aggregate unpaid and outstanding principal amount of the Revolving Loans made by Lender to Borrowers under the Credit Agreement dated as of July 30, 2010, as amended by the First Amendment to Credit Agreement dated as of April 14, 2011 and the Second Amendment to Credit Agreement dated of even date herewith (as the same may be hereafter amended, supplemented or restated from time to time, the "
PLEDGE AGREEMENTPledge Agreement • November 13th, 2018 • Industrial Services of America Inc • Wholesale-misc durable goods • New York
This PLEDGE AGREEMENT, dated as of November 9, 2018 (as amended, amended and restated, supplemented or otherwise modified, renewed or replaced from time to time, this “Agreement”), is by and between INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“Pledgor”) and BANK OF AMERICA, N.A. (“Pledgee”).
GUARANTY OF PAYMENTIndustrial Services of America Inc • January 20th, 2015 • Sanitary services • Kentucky
This GUARANTY OF PAYMENT is dated as of January 15, 2015 (this “Guaranty”), and executed by INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation, (the “Guarantor”), to and for the benefit of THE BANK OF KENTUCKY, INC., a Kentucky banking corporation, (the “Lender”).
ContractIndustrial Services of America Inc • March 25th, 2016 • Sanitary services
ANYTHING HEREIN TO THE CONTRARY NOTWITHSTANDING, THE EXERCISE OF ANY RIGHT OR REMEDY WITH RESPECT HERETO, THE PAYMENT OBLIGATIONS HEREUNDER AND CERTAIN OF THE RIGHTS OF THE HOLDER HEREOF ARE SUBJECT TO THE PROVISIONS OF THE INTERCREDITOR AND SUBORDINATION AGREEMENT DATED ON OR ABOUT THE DATE HEREOF (AS AMENDED, RESTATED, SUPPLEMENTED, OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “INTERCREDITOR AGREEMENT”), BY AND AMONG MIDCAP BUSINESS CREDIT LLC, AS SENIOR LENDER, K&R, LLC AS SUBORDINATED LENDER, AND INDUSTRIAL SERVICES OF AMERICA, INC. AND CERTAIN OF ITS SUBSIDIARIES, AS DEBTORS. IN THE EVENT OF ANY CONFLICT BETWEEN THE TERMS OF THE INTERCREDITOR AGREEMENT AND THIS TERM NOTE, THE TERMS OF THE INTERCREDITOR AGREEMENT SHALL GOVERN AND CONTROL.
LOAN AGREEMENTLoan Agreement • March 30th, 2001 • Industrial Services of America Inc /Fl • Electronic components & accessories • Kentucky
THIS LOAN AGREEMENT between Industrial Services of America, Inc. ("Borrower") and Bank of Louisville ("Lender") is made and executed on the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans and other financial accommodations, including those which may be described on any exhibit or schedule attached to this Agreement. All such loans and financial accommodations, together with all future loans and financial accommodations from Lender to Borrower, are referred to in this Agreement individually as the "Loan" and collectively as the "Loans." Borrower understands and agrees that: (a) in granting, renewing, or extending any Loan, Lender is relying upon Borrower's representations, warranties, and agreements, as set forth in this Agreement; (b) the granting, renewing, or extending of any Loan by Lender at all times shall be subject to Lender's sole judgment and discretion; and (c) all such Loans shal
ASSET PURCHASE AGREEMENT by and among RIVER METALS RECYCLING LLC, THE DAVID J. JOSEPH COMPANY, INDUSTRIAL SERVICES OF AMERICA, INC., ISA INDIANA, INC., ISA LOGISTICS LLC, ISA REAL ESTATE, LLC, ISA INDIANA REAL ESTATE LLC, AND Dated as of August 16, 2019Asset Purchase Agreement • August 19th, 2019 • Industrial Services of America Inc • Wholesale-misc durable goods • Delaware
This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into effective as of August 16, 2019 (the “Effective Date”), by and among RIVER METALS RECYCLING LLC, a Kentucky limited liability company (“Buyer”), INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), ISA LOGISTICS LLC, a Kentucky limited liability company (“ISA Logistics”), ISA REAL ESTATE, LLC, a Kentucky limited liability company (“ISA Real Estate”), ISA INDIANA REAL ESTATE LLC, a Kentucky limited liability company (“ISA Indiana RE”), 7021 GRADE LANE LLC, a Kentucky limited liability company (“7021 Grade Lane LLC”), 7124 GRADE LANE LLC, a Kentucky limited liability company (“7124 Grade Lane LLC”), and 7200 GRADE LANE LLC, a Kentucky limited liability company (“7200 Grade Lane LLC” and, together with ISA, ISA Indiana, ISA Logistics, ISA Real Estate, ISA Indiana RE, 7021 Grade Lane LLC, and 7124 Grade Lane LLC, collectively, “Sellers”), and,
TERMINATION AND CONSULTING AGREEMENTTermination and Consulting Agreement • June 17th, 2013 • Industrial Services of America Inc /Fl • Sanitary services • Kentucky
This Termination and Consulting Agreement (“Agreement”) is made as of the 17th day of June, 2013 by and between Industrial Services of America, Inc., a Florida corporation located at 7100 Grade Lane, Louisville, Kentucky 40213 (“ISA” or the “Company”) and Brian Donaghy (“Donaghy”).
SCHEDULE “DD” TO BB&T LOAN AGREEMENTLoan Agreement • May 10th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services • North Carolina
This Schedule “DD” is an attachment to and a part of the Loan Agreement (the “Loan Agreement”) dated April 13, 2010 between Branch Banking and Trust Company (“Bank”) and Industrial Services of America, Inc. (“Borrower”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 9th, 2011 • Industrial Services of America Inc /Fl • Sanitary services • Ohio
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), entered into as of November 15, 2010 (the “Effective Date”), by and among INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), the Lenders party hereto, and FIFTH THIRD BANK, an Ohio banking corporation (“Fifth Third”), in its capacity as Agent for Lenders and LC Issuer under this Agreement (“Agent”) and as LC Issuer, is as follows:
BB&T LOAN AGREEMENTT Loan Agreement • May 10th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services • Indiana
This Loan Agreement (the “Agreement”) is made this 13th day of April, 2010 by and among BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation (“Bank”), INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“Borrower”), having its chief executive office at 7100 Grade Lane in Louisville, Kentucky and BB&T BANKCARD CORPORATION, a corporation (“BB&T BankCard”).
MODIFICATION OF LOAN AGREEMENTModification of Loan Agreement • February 18th, 2009 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky
THIS MODIFICATION OF LOAN AGREEMENT (the "Agreement") is made and entered into this 11th day of February, 2009, by and between BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation ("Bank"), and INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation ("Borrower");
REAFFIRMATION AND AMENDMENT OF GUARANTY AND REAFFIRMATION OF SECURITYIndustrial Services of America Inc /Fl • May 2nd, 2011 • Sanitary services
In satisfaction of the condition set forth in the First Amendment to Credit Agreement between Agent, LC Issuer, the Lenders and Borrowers (the “Amendment”), the undersigned (“Guarantors”) hereby: (i) consent to the Amendment and to the transactions contemplated therein, (ii) ratify and reaffirm their Guaranty dated as of July 30, 2010 (the “Guaranty”), (iii) acknowledge and agree that Guarantors are not released from their obligations under the Guaranty by reason of the Amendment, the Amended and Restated Revolving Loan Note or the transactions contemplated thereby and that the obligations of Guarantors under the Guaranty extend to the Credit Agreement and the other Loan Documents, as amended, or as amended and restated, in connection with the Amendment, and (iv) confirm that the Amendment shall not in any manner (A) constitute the refinancing, refunding, payment or extinguishment of the indebtedness evidenced by the existing Loan Documents and secured by their Security Agreement dated
LEASE AGREEMENTLease Agreement • May 6th, 2015 • Industrial Services of America Inc • Sanitary services • Kentucky
This Lease Agreement (“Lease”) is made and entered into on this 30th day of April, 2015, by and between LK Property Investments, LLC (“Landlord”), and Industrial Services of America, Inc. (“Tenant”).
FIFTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 20th, 2012 • Industrial Services of America Inc /Fl • Sanitary services • Ohio
THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), entered into as of November 14, 2012 (the “Effective Date”), by and among INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), the Lenders party hereto, and FIFTH THIRD BANK, an Ohio banking corporation (“Fifth Third”), in its capacity as Agent for Lenders and LC Issuer under this Agreement (“Agent”) and as LC Issuer and a Lender, is as follows:
FORBEARANCE AGREEMENT AND THIRD AMENDMENT TO CREDIT AGREEMENTForbearance Agreement and Third • November 12th, 2015 • Industrial Services of America Inc • Sanitary services • Kentucky
THIS FORBEARANCE AGREEMENT AND THIRD AMENDMENT TO CREDIT AGREEMENT is made and entered into on November 6, 2015, by and among INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“Parent”), ISA INDIANA, INC., an Indiana corporation (“ISA Inc.”), ISA LOGISTICS LLC, a Kentucky limited liability company (“ISA Logistics”; and, together with Parent and ISA Inc., “Borrowers”), ISA REAL ESTATE, LLC, a Kentucky limited liability company (“ISA Real Estate”), ISA INDIANA REAL ESTATE, LLC, a Kentucky limited liability company (“Indiana Real Estate”), WESSCO, LLC, a Delaware limited liability company (“WESSCO”), 7021 GRADE LANE LLC, a Kentucky limited liability company (“7021 Grade”), 7124 GRADE LANE LLC, a Kentucky limited liability company (“7124 Grade”), 7200 GRADE LANE LLC, a Kentucky limited liability company (“7200 Grade”; and, together with ISA Real Estate, Indiana Real Estate, WESSCO, 7021 Grade, and 7124 Grade, “Guarantors”; and, together with Borrowers, “Loan Parties”), each with
SECOND RENEWED REVOLVING LOAN NOTEIndustrial Services of America Inc /Fl • February 24th, 2014 • Sanitary services
For value received, the undersigned, INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation ("ISA"), ISA INDIANA, INC., an Indiana corporation ("ISA Indiana"), and each of the other Persons that become a Borrower under the Credit Agreement after the Effective Date (such Persons, together with ISA and ISA Indiana, are each a "Borrower" and, collectively, "Borrowers"), hereby jointly and severally promise to pay to the order of FIFTH THIRD BANK, an Ohio banking corporation ("Lender"), the principal sum of Fifteen Million and No/100 Dollars ($15,000,000.00), or such lesser amount as shall equal the aggregate unpaid and outstanding principal amount of the Revolving Loans made by Lender to Borrowers under the Credit Agreement dated as of July 30, 2010, as amended by the First Amendment to Credit Agreement dated as of April 14, 2011, the Second Amendment to Credit Agreement dated as of November 16, 2011, the Third Amendment to Credit Agreement dated as of March 2, 2012, the Fourth Amend
BB&T LOAN AGREEMENTLoan Agreement • July 6th, 2009 • Industrial Services of America Inc /Fl • Services-management consulting services • Indiana
This Loan Agreement (the "Agreement") is made this 30th day of June, 2009 by and among BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation ("Bank"), INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation ("Borrower"), having its chief executive office at 7100 Grade Lane in Louisville, Kentucky, and ISA REAL ESTATE, LLC; a Kentucky limited liability company, ISA INDIANA REAL ESTATE, LLC, a Kentucky limited liability company, and 7021 GRADE LANE LLC, a Kentucky limited liability company (collectively "Mortgagors").
SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 1st, 2013 • Industrial Services of America Inc /Fl • Sanitary services • Ohio
THIS SIXTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), entered into as of April 1, 2013 (the “Effective Date”), by and among INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), the Lenders party hereto, and FIFTH THIRD BANK, an Ohio banking corporation (“Fifth Third”), in its capacity as Agent for Lenders and LC Issuer under this Agreement (“Agent”) and as LC Issuer and a Lender, is as follows:
AMENDED AND RESTATED REVOLVING LOAN NOTEIndustrial Services of America Inc /Fl • November 20th, 2012 • Sanitary services
For value received, the undersigned, INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), and each of the other Persons that become a Borrower under the Credit Agreement after the Effective Date (such Persons, together with ISA and ISA Indiana, are each a “Borrower” and, collectively, “Borrowers”), hereby jointly and severally promise to pay to the order of FIFTH THIRD BANK, an Ohio banking corporation (“Lender”), the principal sum of TWENTY-FIVE MILLION AND 00/100 DOLLARS ($25,000,000), or such lesser amount as shall equal the aggregate unpaid and outstanding principal amount of the Revolving Loans made by Lender to Borrowers under the Credit Agreement dated as of July 30, 2010, as amended by the First Amendment to Credit Agreement dated as of April 14, 2011, the Second Amendment to Credit Agreement dated as of November 16, 2011, the Third Amendment to Credit Agreement dated as of March 2, 2012, the Fourth Amen
CONTRACT OF PURCHASEContract of Purchase • March 4th, 2004 • Industrial Services of America Inc /Fl • Electronic components & accessories • Kentucky
24th J.W. 3/24/03 CONTRACT OF PURCHASE (the "Contract") made this 11th day of March 2003, by and between SOUTHERN STATES COOPERATIVE, INCORPORATED, ("Seller") and the HARRY KLETTER FAMILY LIMITED PARTNERSHIP, a Kentucky limited partnership ("Purchaser").
LEASE AND PURCHASE AGREEMENTLease and Purchase Agreement • March 31st, 2003 • Industrial Services of America Inc /Fl • Electronic components & accessories • Indiana
INDUSTRIAL SERVICES OF AMERICA, INC. STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 7th, 2015 • Industrial Services of America Inc • Sanitary services
This is a STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of August 5, 2015 by and between Industrial Services of America, Inc., a Florida corporation (the “Company”), and Algar, Inc. (the “Consultant”).
