EXECUTION COPY MARK IV INDUSTRIES, INC. $275,000,000 of 4 3/4% Convertible Subordinated Notes due 2004 Registration Rights Agreement October 29, 1997 BEAR, STEARNS & CO. INC. This Registration Rights Agreement (this "AGREEMENT") is made and entered...Registration Rights Agreement • November 7th, 1997 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose • New York
Contract Type FiledNovember 7th, 1997 Company Industry Jurisdiction
INDENTUREIndenture • November 7th, 1997 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose • New York
Contract Type FiledNovember 7th, 1997 Company Industry Jurisdiction
INDENTUREIndenture • March 21st, 1996 • Mark Iv Industries Inc • Industrial instruments for measurement, display, and control • New York
Contract Type FiledMarch 21st, 1996 Company Industry Jurisdiction
FIRST AMENDMENT TO RIGHTS AGREEMENT BETWEEN MARK IV INDUSTRIES, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANYRights Agreement • June 2nd, 1999 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose
Contract Type FiledJune 2nd, 1999 Company Industry
INDENTUREIndenture • August 25th, 1997 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose • New York
Contract Type FiledAugust 25th, 1997 Company Industry Jurisdiction
700,000,000 AMENDED AND RESTATED CREDIT AND GUARANTEE AGREEMENTCredit and Guarantee Agreement • March 21st, 1996 • Mark Iv Industries Inc • Industrial instruments for measurement, display, and control • New York
Contract Type FiledMarch 21st, 1996 Company Industry Jurisdiction
Exhibit 4.3 MARK IV INDUSTRIES, INC. $250,000,000 of 7 1/2% Senior Subordinated Notes due 2007 Registration Rights Agreement August 11, 1997 BEAR, STEARNS & CO. INC. This Registration Rights Agreement (this "AGREEMENT") is made and entered into as of...Registration Rights Agreement • September 19th, 1997 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose • New York
Contract Type FiledSeptember 19th, 1997 Company Industry Jurisdiction
Exhibit 2.2 AGREEMENT AND PLAN OF MERGER by and between MIV ACQUISITION CORPORATIONMerger Agreement • May 30th, 2000 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose • Delaware
Contract Type FiledMay 30th, 2000 Company Industry Jurisdiction
17 EXHIBIT 10.1 MARK IV INDUSTRIES, INC. AND SUBSIDIARIES, 1992 INCENTIVE STOCK OPTION PLAN ______________________________ Amendment and Restatement Effective July 29, 1996 ______________________________ WHEREAS, Mark IV Industries, Inc., a Delaware...Incentive Stock Option Plan • October 1st, 1997 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose
Contract Type FiledOctober 1st, 1997 Company Industry
SECOND AMENDMENT TO RIGHTS AGREEMENT BETWEEN MARK IV INDUSTRIES, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANYRights Agreement • May 31st, 2000 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose • Delaware
Contract Type FiledMay 31st, 2000 Company Industry JurisdictionThis Agreement, made as of the 19th day of May, 2000 between Mark IV Industries, Inc., a Delaware corporation (the "Company"), and American Stock Transfer & Trust Company, a New York banking corporation (the "Rights Agent"), amends the Rights Agreement dated as of May 17, 1995 between the Company and the Rights Agent and amended as of May 19, 1999 (the "Rights Agreement").
RECITALS:Employment Agreement • May 28th, 1999 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose • Delaware
Contract Type FiledMay 28th, 1999 Company Industry Jurisdiction
THIRD AMENDMENT TO RIGHTS AGREEMENT BETWEEN MARK IV INDUSTRIES, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANYRights Agreement • May 31st, 2000 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose • Delaware
Contract Type FiledMay 31st, 2000 Company Industry JurisdictionThis Agreement, made as of this 26th day of May, 2000 between Mark IV Industries, Inc., a Delaware corporation (the "Company"), and American Stock Transfer & Trust Company, a New York banking corporation (the "Rights Agent"), amends the Rights Agreement dated as of May 17, 1995 between the Company and the Rights Agent and amended as of May 19, 1999 and as of May 19, 2000 (the "Rights Agreement").
INDENTUREIndenture • March 27th, 1996 • Mark Iv Industries Inc • Industrial instruments for measurement, display, and control • New York
Contract Type FiledMarch 27th, 1996 Company Industry Jurisdiction
PURCHASE AGREEMENT BY AND BETWEEN MARK IV INDUSTRIES, INC.Purchase Agreement • March 15th, 1999 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose • New York
Contract Type FiledMarch 15th, 1999 Company Industry Jurisdiction
FOURTH AMENDMENT TO RIGHTS AGREEMENT BETWEEN MARK IV INDUSTRIES, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANYRights Agreement • August 8th, 2000 • Mark Iv Industries Inc • Gaskets, packg & sealg devices & rubber & plastics hose • Delaware
Contract Type FiledAugust 8th, 2000 Company Industry JurisdictionThis Agreement, made as of this 1st day of August, 2000 between Mark IV Industries, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, a New York banking corporation (the “Rights Agent”), amends the Rights Agreement dated as of May 17, 1995 between the Company and the Rights Agent as amended as of May 19, 1999, as of May 19, 2000 and as of May 26, 2000 (the “Rights Agreement”).