1 FIRST AMENDMENT TO RIGHTS AGREEMENT AMENDMENT made and entered into as of the 27th day of April, 1998, by and between Hein-Werner Corporation (the "Company") and Firstar Trust Company (f/k/a First Wisconsin Trust Company) (the "Rights Agent"), under...Rights Agreement • May 4th, 1998 • Hein Werner Corp • Special industry machinery, nec • Wisconsin
1 HEIN-WERNER LOGO MAY 4, 1998 Dear Shareholders: On behalf of the Board of Directors of Hein-Werner Corporation (the "Company"), I am pleased to inform you that on April 27, 1998 the Company entered into a definitive Agreement and Plan of Merger (the...Hein Werner Corp • May 4th, 1998 • Special industry machinery, nec
EMPLOYMENT AND CONSULTING AGREEMENT THIS AGREEMENT, made of the 27th day of April, 1998, by and between Snap-on Incorporated, a Delaware corporation ("SSS"), Hein-Werner Corporation, a Wisconsin corporation ("HHH") and Joseph L. Dindorf (the...Employment and Consulting Agreement • May 4th, 1998 • Hein Werner Corp • Special industry machinery, nec • Wisconsin
ASSET PURCHASE AGREEMENT TABLE OF CONTENTSAsset Purchase Agreement • April 18th, 1997 • Hein Werner Corp • Special industry machinery, nec • Delaware
Exhibit (2.2) ESCROW AGREEMENT ESCROW AGREEMENT (the "Escrow Agreement"), dated as of the 29th day of May, 1997, is by and among HEIN-WERNER CORPORATION, a Wisconsin corporation (the "Company"), KAYDON ACQUISITION VIII, INC., a Delaware corporation...Escrow Agreement • June 13th, 1997 • Hein Werner Corp • Special industry machinery, nec
ASSET PURCHASE AGREEMENT TABLE OF CONTENTSAsset Purchase Agreement • September 12th, 1997 • Hein Werner Corp • Special industry machinery, nec • Minnesota
Act Covered Termination Accrued Benefits Effective Date Affiliate and Associate Employer Annual Cash Compensation Good Reason Cause Normal Retirement Date Change in Control Notice of Termination Code Person Competitive Activity Termination DateKey Executive Employment and Severance Agreement • May 4th, 1998 • Hein Werner Corp • Special industry machinery, nec • Wisconsin
1 AMENDMENT NO. 1 TO AGREEMENTAgreement • May 4th, 1998 • Hein Werner Corp • Special industry machinery, nec
WITNESSETHOption Purchase Agreement • March 31st, 1998 • Hein Werner Corp • Special industry machinery, nec • Massachusetts
ARTICLE I1 Stock Option Agreement • May 4th, 1998 • Hein Werner Corp • Special industry machinery, nec • Wisconsin
1 AGREEMENT AND PLAN OF MERGER AGREEMENT AND PLAN OF MERGER, dated as of April 27, 1998 (this "Agreement"), by and among Snap-on Incorporated, a Delaware company ("Parent"), Snap-on Pace Company, a Wisconsin corporation and a wholly- owned subsidiary...1 Agreement and Plan of Merger • May 4th, 1998 • Hein Werner Corp • Special industry machinery, nec • Wisconsin
TRUST AGREEMENT BY AND BETWEEN HEIN-WERNER CORPORATION AND FIRSTAR TRUST COMPANY This Agreement is made this 29th day of April by and between HEIN- WERNER CORPORATION ("Company") and FIRSTAR TRUST COMPANY ("Trustee"): WHEREAS, the Company is a party...Trust Agreement by And • May 4th, 1998 • Hein Werner Corp • Special industry machinery, nec • Wisconsin
November 27, 1996 Hein-Werner Corporation 2120 Pewaukee Road Waukesha, Wisconsin 53187 Attn: Mr. Joseph Dindorf, President Gentlemen: Please refer to the Revolving Loan and Security Agreement by and between Firstar Financial Services, a division of...Hein Werner Corp • March 25th, 1997 • Special industry machinery, nec
