EXHIBIT 10.1 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this "Agreement") is made and entered into as of April 8, 1998 by and among Mr. William G. Faulkner, as an individual and a resident of the State of Florida ("Faulkner") and as...Stock Purchase Agreement • July 8th, 1998 • Summa Industries • Plastics products, nec • Delaware
4.7 Absence of Certain Developments. Except as set forth in the -------------------------------- Disclosure Schedule, since the date of the Balance Sheet there has been (i) no declaration, setting aside or payment of any dividend or other distribution...Stock Purchase Agreement • July 8th, 1998 • Summa Industries • Plastics products, nec • California
RECITALSLoan Agreement • March 17th, 1999 • Summa Industries • Plastics products, nec • California
EXHIBIT 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is made and entered into as of December 1, 1999, by and between Summa Industries, a Delaware corporation (the "Company" or "Employer"), and Mr. Paul A. Walbrun, an...Employment Agreement • December 23rd, 1999 • Summa Industries • Plastics products, nec • California
EXHIBIT 10.1 LOAN AGREEMENT --------------Loan Agreement • November 10th, 1997 • Summa Industries • Plastics products, nec • California
AMENDMENT TOExclusive Distributor Agreement • October 15th, 1996 • Summa Industries • Special industry machinery, nec
EXHIBIT 10.1 SUMMA INDUSTRIES CALNETICS ACQUISITION STOCK OPTION PLANStock Option Plan • October 22nd, 1997 • Summa Industries • Plastics products, nec
WITNESSETH:Covenant Not-to-Compete • October 15th, 1996 • Summa Industries • Special industry machinery, nec
EXHIBIT 10.8 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is made and entered into as of August 7, 2000, by and between Summa Industries, a Delaware corporation (the "Company" or "Employer"), and Mr. Trygve M. Thoresen, an...Employment Agreement • October 27th, 2000 • Summa Industries/ • Plastics products, nec • California
AMENDMENT NO. 1 EMPLOYMENT AGREEMENTEmployment Agreement • November 2nd, 1998 • Summa Industries • Plastics products, nec • California
RECITALSAsset Purchase Agreement • October 28th, 1999 • Summa Industries • Plastics products, nec • Delaware
RECITALSAsset Purchase Agreement • January 9th, 2002 • Summa Industries/ • Plastics products, nec • Ontario
EXHIBIT 4.2 SUMMA INDUSTRIES SERIES A PREFERRED STOCK PURCHASE AGREEMENT THIS SERIES A PREFERRED STOCK PURCHASE AGREEMENT (this "Agreement") is made and entered into as of December 14, 2001, by and among Summa Industries, a Delaware corporation (the...Series a Preferred Stock Purchase Agreement • January 9th, 2002 • Summa Industries/ • Plastics products, nec • California
EXHIBIT 10.1 AMENDMENT NO. 2 TO AMENDED AND RESTATED LOAN AGREEMENT This Amendment dated as of November 23, 1999 by and among Summa Industries, a Delaware corporation ("Borrower"), Comerica Bank-California, a California corporation, as agent for the...Loan Agreement • December 23rd, 1999 • Summa Industries • Plastics products, nec
EXHIBIT 10.3 ------------ Design and Consulting Agreement This Agreement, effective January 1, 1993 is by and between LexaLite International Corporation, a Delaware corporation, of U.S. 31, Charlevoix, Michigan 49720, hereinafter "LexaLite" and...Design and Consulting Agreement • October 15th, 1996 • Summa Industries • Special industry machinery, nec
EXHIBIT 10.1 SUMMA INDUSTRIES PLASTIC SPECIALTIES, INC. ACQUISITION STOCK OPTION PLAN 1. PURPOSE. The Corporation is planning to enter into an agreement whereby it will acquire all of the issued and outstanding shares of Plastic Specialties, Inc., a...Acquisition Stock Option Plan • October 16th, 2000 • Summa Industries/ • Plastics products, nec
EXHIBIT 10.6 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of March 1994, by and between SUMMA INDUSTRIES, a California corporation (the "Company" or "Employer") and James R. Swartwout, an individual...Employment Agreement • November 2nd, 1998 • Summa Industries • Plastics products, nec • California
Form of Amended and Restated Employment AgreementEmployment Agreement • November 1st, 2001 • Summa Industries/ • Plastics products, nec • California
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Agreement") is made effective as of June 1, 2001 by and between Summa Industries, a Delaware corporation (the "Company"), and [Insert A] ("Executive"), with reference to the following facts:
ASSET PURCHASE & SALE AGREEMENTAsset Purchase & Sale Agreement • September 30th, 2005 • Summa Industries/ • Plastics products, nec
This Asset Purchase & Sale Agreement (this “Agreement”) is made and entered into effective as of September 29, 2005 (the “Effective Date”), by and between Plastron Industries, Inc., a Delaware corporation (the “Company”), and Plastron Manufacturing Co., LLC, a Texas limited liability company (“NEWCO”).
ARTICLE IV REPRESENTATIONS AND WARRANTIES OF SHAREHOLDERSStock Purchase Agreement • October 16th, 2000 • Summa Industries/ • Plastics products, nec • California
SUMMA INDUSTRIES SERIES A PREFERRED STOCK & COMMON STOCK REPURCHASE AGREEMENTSeries a Preferred Stock & Common Stock Repurchase Agreement • May 6th, 2004 • Summa Industries/ • Plastics products, nec • California
THIS SERIES A PREFERRED STOCK & COMMON STOCK REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May 3, 2004, by and among Summa Industries, a Delaware corporation (the “Company”), and the parties listed on the Schedule of Investors attached hereto as Exhibit A (each, an “Investor” and collectively, “Investors”).
RECITALSAsset Purchase Agreement • December 7th, 2000 • Summa Industries/ • Plastics products, nec • Delaware
1 EXHIBIT 10.2 SUMMA INDUSTRIES PLASTRON ACQUISITION STOCK OPTION PLAN 1. PURPOSE. The Corporation recently entered into an agreement whereby Plastron Industries, Inc., a Delaware corporation and wholly-owned subsidiary of the Corporation...Stock Option Plan • March 17th, 1999 • Summa Industries • Plastics products, nec
THIS AGREEMENT AND PLAN OF MERGER (THE “MERGER AGREEMENT”) CONTAINS CERTAIN REPRESENTATIONS AND WARRANTIES (THE “REPRESENTATIONS”) BY SUMMA INDUSTRIES (“SUMMA”) IN FAVOR OF HABASIT HOLDING AG AND ITS WHOLLY-OWNED SUBSIDIARY HABASIT HOLDING USA, INC....Merger Agreement • September 1st, 2006 • Summa Industries/ • Plastics products, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of August 31, 2006, by and among HABASIT HOLDING AG, a company formed under the laws of Switzerland (“Parent”); HABASIT HOLDING USA, INC., a Delaware corporation (“Merger Sub”); and SUMMA INDUSTRIES, a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • September 7th, 2006 • Summa Industries/ • Plastics products, nec • California
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) by and between Habasit Holding USA, Inc., a Delaware corporation (the “Company”), and Trygve M. Thoresen (“Executive”), is dated as of August 31, 2006 and is effective only in the event that the merger contemplated by that certain Agreement and Plan of Merger, of even date herewith, by and among Habasit Holding AG, the Company and Summa Industries, a Delaware corporation (“Summa”) (the “Merger Agreement”), is consummated, in which case it shall be effective as of the effective time of such merger (the “Effective Time”) occurs (and in the event such merger is not consummated, this Agreement shall be null and void and of no force and effect), with reference to the following facts:
EMPLOYMENT AGREEMENTEmployment Agreement • September 7th, 2006 • Summa Industries/ • Plastics products, nec • California
In consideration of the mutual promises and agreements set forth below, HABASIT HOLDING USA, INC. (the “Company”) and JAMES R. SWARTWOUT (the “Executive”) agree to enter into this EMPLOYMENT AGREEMENT (the “Agreement”), dated as of August 31, 2006 and effective as of the closing date (the “Effective Date”) of the transactions contemplated by that certain Agreement and Plan of Merger, of even date herewith, by and among Habasit Holding AG, the Company and Summa Industries, as follows:
Amended and Restated Purchase and Sale Agreement and Joint Escrow InstructionsPurchase and Sale Agreement • June 28th, 2005 • Summa Industries/ • Plastics products, nec
THIS AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this “Agreement”) is made and entered as of the Effective Date (defined below), by and between FULLERTON HOLDINGS, INC., a California corporation (“Seller”) and OLSON URBAN HOUSING, LLC, a Delaware limited liability company (“Buyer”). This Agreement sometimes refers to Buyer and Seller individually as a “Party” and collectively as the “Parties.”
SUMMA INDUSTRIES STOCK OPTION PLAN STOCK OPTION AGREEMENT (NONSTATUTORY STOCK OPTION)Stock Option Agreement • April 4th, 2005 • Summa Industries/ • Plastics products, nec • California
This Agreement is made and entered into effective as of , by and between Summa Industries, a Delaware corporation (the “Corporation”), and (the “Optionee”).
EXHIBIT 10.2 ------------ COVENANT NOT-TO-COMPETE THIS AGREEMENT made this _______ day of ______________ 1996, by and among Josh T. Barnes, an individual of Charlevoix, Michigan, hereinafter known as "Barnes", LEXALITE INTERNATIONAL CORPORATION, a...Covenant Not-to-Compete • October 15th, 1996 • Summa Industries • Special industry machinery, nec
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • April 8th, 2004 • Summa Industries/ • Plastics products, nec • California
This Asset Purchase Agreement (this “Agreement”) is made and entered into effective as of January 15, 2004 by and between Central Valley Manufacturing, Inc., a California corporation (“Buyer”) and wholly-owned subsidiary of Agricultural Products, Inc. (“Parent”), and R.M. Wade & Co., an Oregon corporation (“Seller”).
RECITALSAsset Purchase Agreement • March 17th, 1999 • Summa Industries • Plastics products, nec • Delaware
CREDIT AGREEMENTCredit Agreement • April 8th, 2004 • Summa Industries/ • Plastics products, nec • California
THIS AGREEMENT is entered into as of February 20, 2004 by and between SUMMA INDUSTRIES, a Delaware corporation (“Summa”), KVP FALCON PLASTIC BELTING, INC., a California corporation, PLASTRON INDUSTRIES, INC., a Delaware corporation, LEXALITE INTERNATIONAL CORPORATION, a Delaware corporation, CALNETICS CORPORATION, a California corporation, KVP HOLDINGS, INC., a Delaware corporation, PLASTIC SPECIALTIES, INC., a Mississippi corporation, FULLERTON HOLDINGS, INC., a California corporation, AQUARIUS BRANDS, INC., a California corporation, NY-GLASS PLASTICS, INC., a California corporation, and CENTRAL VALLEY MANUFACTURING, INC., a California corporation (Summa and the foregoing companies may be referred to collectively as “Borrowers” and individually as a “Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
EXHIBIT 10.3 SUBORDINATED CONVERTIBLE PROMISSORY NOTE, SECURITY AGREEMENT AND GUARANTEE $1,500,000.00 June 26, 1998 Torrance, California THIS SUBORDINATED CONVERTIBLE PROMISSORY NOTE, SECURITY AGREEMENT AND GUARANTEE (this "Agreement") is made and...Subordinated Convertible Promissory Note, Security Agreement and Guarantee • July 8th, 1998 • Summa Industries • Plastics products, nec • California
STOCKHOLDER TENDER AGREEMENTStockholder Tender Agreement • September 1st, 2006 • Summa Industries/ • Plastics products, nec • Delaware
THIS STOCKHOLDER TENDER AGREEMENT is entered into as of August 31, 2006, by and between Habasit Holding AG, a company formed under the laws of Switzerland (“Parent”), and James R. Swartwout (“Stockholder”).
EXHIBIT A FORM OF STOCK OPTION AGREEMENTStock Option Agreement • November 6th, 2002 • Summa Industries/ • Plastics products, nec • California
This Agreement is made and entered into effective as of , , by and between Summa Industries, a Delaware corporation (the "Corporation"), and ("Optionee").
