1 EXHIBIT 10.2 February 13, 1997 Richard E. Clemens 3288 Muirfield Drive Chambersburg, PA 17201 Dear Rick: The Board of Directors of The Monarch Machine Tool Company (the "Company") is pleased to offer you the position as President and Chief Executive...Monarch Machine Tool Co • March 31st, 1997 • Metalworkg machinery & equipment
Company FiledMarch 31st, 1997 Industry
betweenStock Purchase Agreement • January 15th, 1999 • Monarch Machine Tool Co • Metalworkg machinery & equipment • Ohio
Contract Type FiledJanuary 15th, 1999 Company Industry Jurisdiction
Exhibit 2.1 ASSET PURCHASE AGREEMENT THIS AGREEMENT is made as of February 7, 2000 between GENESIS WORLDWIDE INC., an Ohio corporation ("Seller"), and NEW MONARCH MACHINE TOOL, INC., a New York corporation ("Buyer"), under the following circumstances:...Asset Purchase Agreement • February 28th, 2000 • Genesis Worldwide Inc • Metalworkg machinery & equipment • New York
Contract Type FiledFebruary 28th, 2000 Company Industry Jurisdiction
RECITALSCredit Agreement • December 7th, 1999 • Genesis Worldwide Inc • Metalworkg machinery & equipment • New York
Contract Type FiledDecember 7th, 1999 Company Industry Jurisdiction
FIRST AMENDMENT --------------- TO -- SECOND AMENDED AND RESTATED CREDIT AGREEMENT --------------------------------------------Credit Agreement • January 15th, 1999 • Monarch Machine Tool Co • Metalworkg machinery & equipment • Indiana
Contract Type FiledJanuary 15th, 1999 Company Industry Jurisdiction
RECITALSGenesis Worldwide Inc • August 14th, 2000 • Metalworkg machinery & equipment • New York
Company FiledAugust 14th, 2000 Industry Jurisdiction
20,000,000 AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 9, 1995 NBD BANK STAR BANK, N.A. and NBD BANK, as AgentCredit Agreement • May 14th, 1997 • Monarch Machine Tool Co • Metalworkg machinery & equipment • Michigan
Contract Type FiledMay 14th, 1997 Company Industry Jurisdiction
1 EXHIBIT 2.1 ASSET PURCHASE AGREEMENT ------------------------ By and Between MONARCH LATHES, L.P. an Ohio limited partnershipAsset Purchase Agreement • August 14th, 1997 • Monarch Machine Tool Co • Metalworkg machinery & equipment • Ohio
Contract Type FiledAugust 14th, 1997 Company Industry Jurisdiction
AMONG THE MONARCH MACHINE TOOL COMPANY, AS BORROWER,Credit Agreement • July 15th, 1999 • Monarch Machine Tool Co • Metalworkg machinery & equipment • New York
Contract Type FiledJuly 15th, 1999 Company Industry Jurisdiction
INTRODUCTION ------------Credit Agreement • March 31st, 1998 • Monarch Machine Tool Co • Metalworkg machinery & equipment • Michigan
Contract Type FiledMarch 31st, 1998 Company Industry Jurisdiction
INTRODUCTION ------------Credit Agreement • March 31st, 1998 • Monarch Machine Tool Co • Metalworkg machinery & equipment • Michigan
Contract Type FiledMarch 31st, 1998 Company Industry Jurisdiction
WITNESSETH:Forbearance Agreement • March 2nd, 2001 • Genesis Worldwide Inc • Metalworkg machinery & equipment • New York
Contract Type FiledMarch 2nd, 2001 Company Industry Jurisdiction
EXHIBIT 10.3 May 7, 1996 Mr. Robert J. Siewert 3233 Deerpath Way Sidney, OH 45365 Dear Bob: This letter confirms that you ceased to be President, Chief Executive Officer and a Director of The Monarch Machine Tool Company (the "Company") effective at...Monarch Machine Tool Co • March 31st, 1997 • Metalworkg machinery & equipment • Ohio
Company FiledMarch 31st, 1997 Industry Jurisdiction
INTRODUCTION ------------Credit Agreement • March 31st, 1998 • Monarch Machine Tool Co • Metalworkg machinery & equipment • Michigan
Contract Type FiledMarch 31st, 1998 Company Industry Jurisdiction
EXHIBIT 4.1 GENESIS WORLDWIDE INC. 12% JUNIOR SUBORDINATED NOTE, AS RESTATEDGenesis Worldwide Inc • September 7th, 2000 • Metalworkg machinery & equipment • New York
Company FiledSeptember 7th, 2000 Industry Jurisdiction
15,000,000 SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 29, 1998 NBD BANK, N.A. STAR BANK, N.A. and NBD BANK, N.A., as Agent 2 TABLE OF CONTENTSCredit Agreement • March 26th, 1999 • Monarch Machine Tool Co • Metalworkg machinery & equipment • Indiana
Contract Type FiledMarch 26th, 1999 Company Industry Jurisdiction
WITNESSETH: -----------Forbearance Agreement • January 4th, 2001 • Genesis Worldwide Inc • Metalworkg machinery & equipment • New York
Contract Type FiledJanuary 4th, 2001 Company Industry Jurisdiction
1 Exhibit 4.2.1 THE MONARCH MACHINE TOOL COMPANY 12% JUNIOR SUBORDINATED NOTEMonarch Machine Tool Co • July 15th, 1999 • Metalworkg machinery & equipment
Company FiledJuly 15th, 1999 Industry
AGREEMENT ---------Genesis Worldwide Inc • September 7th, 2000 • Metalworkg machinery & equipment • Delaware
Company FiledSeptember 7th, 2000 Industry Jurisdiction
LEASELease • August 14th, 1997 • Monarch Machine Tool Co • Metalworkg machinery & equipment
Contract Type FiledAugust 14th, 1997 Company Industry
AGREEMENTAgreement • July 15th, 1999 • Monarch Machine Tool Co • Metalworkg machinery & equipment
Contract Type FiledJuly 15th, 1999 Company Industry
FOURTH FORBEARANCE AGREEMENTForbearance Agreement • August 1st, 2001 • Genesis Worldwide Inc • Metalworkg machinery & equipment • New York
Contract Type FiledAugust 1st, 2001 Company Industry Jurisdiction
DATED MAY 13, 1999 BETWEENStock Purchase Agreement • July 15th, 1999 • Monarch Machine Tool Co • Metalworkg machinery & equipment • Delaware
Contract Type FiledJuly 15th, 1999 Company Industry Jurisdiction