EXECUTION VERSION CREDIT AGREEMENT DATED AS OF FEBRUARY 13, 2004,Credit Agreement • March 15th, 2004 • Ionics Inc • Special industry machinery, nec • New York
EXHIBIT 2.1 ----------- AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER, dated as of November 24, 2004 (this "Agreement"), is among General Electric Company, a New York corporation ("Parent"), Triton Acquisition Corp., a Massachusetts...Agreement and Plan of Merger • November 30th, 2004 • Ionics Inc • Special industry machinery, nec • New York
Exhibit 10.3 SECOND AMENDMENT AND WAIVER TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Second Amendment and Waiver, dated as of March 28, 2002, to Third Amended and Restated Revolving Credit Agreement ("this Amendment"), by and among...Revolving Credit Agreement • March 29th, 2002 • Ionics Inc • Special industry machinery, nec • Massachusetts
Exhibit 10.1Credit Agreement • August 9th, 2004 • Ionics Inc • Special industry machinery, nec • New York
dated as ofStockholders Agreement • February 27th, 2004 • Ionics Inc • Special industry machinery, nec • Massachusetts
EXECUTION VERSION SECURITY AGREEMENTSecurity Agreement • March 15th, 2004 • Ionics Inc • Special industry machinery, nec • New York
WITNESSETH:Operating Agreement • March 30th, 1998 • Ionics Inc • Special industry machinery, nec • Massachusetts
EXHIBIT 2.1 ----------- MASTER AGREEMENTMaster Agreement • January 15th, 2002 • Ionics Inc • Special industry machinery, nec • New York
EXHIBIT 2.3 AMENDMENT NO. 1 TO PURCHASE AGREEMENT This AMENDMENT NO. 1 dated as of February 13, 2004 (this "Amendment") to the Purchase Agreement dated as of November 18, 2003 (the "Purchase Agreement") among Ionics, Incorporated, a Massachusetts...Purchase Agreement • February 27th, 2004 • Ionics Inc • Special industry machinery, nec • New York
WITNESSETH:Loan Agreement • November 13th, 2003 • Ionics Inc • Special industry machinery, nec • Tobago
EXHIBIT 10.1Employment Agreement • November 13th, 2003 • Ionics Inc • Special industry machinery, nec • Massachusetts
BETWEENPurchase Agreement • November 26th, 2003 • Ionics Inc • Special industry machinery, nec • New York
EXHIBIT 99.1 ------------ VOTING AGREEMENT This VOTING AGREEMENT (this "Agreement"), dated as of November 24, 2004, by and among General Electric Company, a New York corporation ("Parent"), and the Stockholders listed on Schedule A hereto (each, a...Voting Agreement • November 30th, 2004 • Ionics Inc • Special industry machinery, nec • New York
PRELIMINARY STATEMENTS:Credit Agreement • May 10th, 2004 • Ionics Inc • Special industry machinery, nec • New York
WITNESSETHEmployment Agreement • February 27th, 2004 • Ionics Inc • Special industry machinery, nec • Massachusetts
EXHIBIT 2.4Escrow Agreement • February 27th, 2004 • Ionics Inc • Special industry machinery, nec • New York
Exhibit 4.3 IONICS, INCORPORATED Inducement Non-Qualified Stock Option Agreement This Inducement Non-Qualified Stock Option Agreement (the "Agreement") made as of August 28, 2003 (the "Date of Grant") by and between Ionics, Incorporated, a...Qualified Stock Option Agreement • September 18th, 2003 • Ionics Inc • Special industry machinery, nec • Massachusetts
WAIVER AGREEMENTWaiver Agreement • December 13th, 2004 • Ionics Inc • Special industry machinery, nec • New York
Exhibit 10.3(1) AMENDMENT AGREEMENT NO. 1 to that certain AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of December 31, 1992 This AMENDMENT AGREEMENT NO. 1 (the "Amendment"), is made as of December 31, 1995, by and among IONICS,...Credit Agreement • March 29th, 1996 • Ionics Inc • Special industry machinery, nec • Massachusetts
IONICS, INCORPORATED 65 Grove Street Watertown, MA 02172Ionics Inc • March 30th, 1998 • Special industry machinery, nec • Massachusetts
EXHIBIT 4.1 ----------- AMENDMENT NO. 2 TO THE RENEWED RIGHTS AGREEMENT AMENDMENT NO. 2, dated as of November 24, 2004 (this "Amendment"), to the RENEWED RIGHTS AGREEMENT, dated as of August 19, 1997, as amended to date between IONICS, INCORPORATED, a...Renewed Rights Agreement • November 30th, 2004 • Ionics Inc • Special industry machinery, nec • Massachusetts
IONICS, INCORPORATED and BANKBOSTON, N.A. Rights Agent Renewed Rights Agreement Dated as of August 19, 1997Renewed Rights Agreement Renewed Rights Agreement • August 27th, 1997 • Ionics Inc • Special industry machinery, nec • Massachusetts
PURCHASE AGREEMENT between THE INDIVIDUALS AND ENTITIES LISTED ON EXHIBIT A and IONICS, INCORPORATED Dated as of November 18, 2003Purchase Agreement • February 27th, 2004 • Ionics Inc • Special industry machinery, nec • New York
THIS PURCHASE AGREEMENT is dated as of November 18, 2003 (the “Agreement”) among the individuals and entities listed on Exhibit A (each a “Seller” and collectively, “Sellers”), and Ionics, Incorporated, a Massachusetts corporation (“Purchaser”).
February 24, 1998Ionics Inc • March 30th, 1998 • Special industry machinery, nec • Massachusetts
Exhibit 10.3(2) AMENDMENT AGREEMENT NO. 2 to that certain AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of December 31, 1992 This AMENDMENT AGREEMENT NO. 2 (the "Amendment"), is made as of December 31, 1998, by and among IONICS,...Revolving Credit Agreement • March 30th, 1999 • Ionics Inc • Special industry machinery, nec • Massachusetts
THIRD AMENDMENT AND WAIVER TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • May 15th, 2003 • Ionics Inc • Special industry machinery, nec • Massachusetts
Third Amendment and Waiver, dated as of April 14, 2003, to Third Amended and Restated Revolving Credit Agreement (“this Amendment”), by and among IONICS, INCORPORATED, a Massachusetts corporation (the “Borrower”), FLEET NATIONAL BANK and the other lending institutions listed on Schedule 1 to the Credit Agreement (as hereinafter defined) (the “Banks”), amending certain provisions of the Third Amended and Restated Revolving Credit Agreement, dated as of June 29, 2001 (as amended by the First Amendment and Waiver, dated as of December 21, 2001, and the Second Amendment and Waiver, dated as of March 28, 2002, and as further amended and in effect from time to time, the “Credit Agreement”) by and among the Borrower, the Banks and FLEET NATIONAL BANK as agent for the Banks (in such capacity, the “Agent”). Terms not otherwise defined herein which are defined in the Credit Agreement shall have the same respective meanings herein as therein.
IONICS, INCORPORATED Inducement Non-Qualified Stock Option AgreementQualified Stock Option Agreement • July 30th, 2003 • Ionics Inc • Special industry machinery, nec • Massachusetts
This Inducement Non-Qualified Stock Option Agreement (the “Agreement”) made as of April 1, 2003 (the “Date of Grant”) by and between Ionics, Incorporated, a Massachusetts corporation (the “Company”), and Douglas R. Brown (the “Employee”):
EXHIBIT 2.5Section 338 Escrow Agreement • February 27th, 2004 • Ionics Inc • Special industry machinery, nec • New York
IONICS, INCORPORATED Stock Option AgreementStock Option Agreement • May 15th, 2003 • Ionics Inc • Special industry machinery, nec • Massachusetts
This Stock Option Agreement (the “Agreement”) made as of this 7th day of May, 2003, by and between IONICS, INCORPORATED, a Massachusetts corporation, (the “Company”) and __________________ (the “Director”).
