EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT Dated as of May 23, 2003 by and between KAYDON CORPORATION, as the Company,Registration Rights Agreement • August 8th, 2003 • Kaydon Corp • Ball & roller bearings • New York
amongCredit Agreement • July 29th, 2003 • Kaydon Corp • Ball & roller bearings • Illinois
1 EXHIBIT 2.3 STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 5th, 2000 • Kaydon Corp • Ball & roller bearings • Indiana
BACKGROUNDStock Purchase Agreement • March 22nd, 1996 • Kaydon Corp • Ball & roller bearings • Iowa
1 EXHIBIT 2.1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 5th, 2000 • Kaydon Corp • Ball & roller bearings • Illinois
1 EXHIBIT 10.15 CREDIT AGREEMENTCredit Agreement • March 27th, 1998 • Kaydon Corp • Ball & roller bearings • Georgia
EXHIBIT 10.1 KAYDON CORPORATION 4.0% CONTINGENT CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2023Purchase Agreement • August 8th, 2003 • Kaydon Corp • Ball & roller bearings • New York
BY AND AMONG THE SHAREHOLDER[S] SIGNATORY HERETO AND KAYDON CORPORATIONStock Purchase Agreement • January 10th, 2005 • Kaydon Corp • Ball & roller bearings • Michigan
THE ALTERNATE CURRENCY BORROWERS FROM TIME TO TIME PARTIES HERETOCredit Agreement • July 15th, 2005 • Kaydon Corp • Ball & roller bearings • New York
JOINT FILING AGREEMENTJoint Filing Agreement • February 13th, 2002 • Kaydon Corp • Ball & roller bearings
EXHIBIT 4.1 KAYDON CORPORATION 4.0% CONTINGENT CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2023Indenture • August 8th, 2003 • Kaydon Corp • Ball & roller bearings • New York
EXHIBIT 4.3 KAYDON CORPORATION 4.0% CONTINGENT CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2023 SUPPLEMENTAL INDENTURE NO. 1 SUNTRUST BANK, AS TRUSTEE DATED AS OF AUGUST 18, 2003 SUPPLEMENTAL INDENTURE NO. 1, dated as of August 18, 2003, between Kaydon...Supplemental Indenture • August 18th, 2003 • Kaydon Corp • Ball & roller bearings
1 EXHIBIT 10.14 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 27th, 1998 • Kaydon Corp • Ball & roller bearings
1 EXHIBIT 10.16 PART 1 OF 2 ASSET PURCHASE AGREEMENT GREAT BEND INDUSTRIES DIVISIONAsset Purchase Agreement • March 27th, 1998 • Kaydon Corp • Ball & roller bearings • Delaware
EXHIBIT 4.4 KAYDON CORPORATION 4.0% CONTINGENT CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2023 SUPPLEMENTAL INDENTURE NO. 2 SUNTRUST BANK, AS TRUSTEE DATED AS OF NOVEMBER 12, 2003 SUPPLEMENTAL INDENTURE NO. 2, dated as of November 12, 2003, between...Supplemental Indenture • November 13th, 2003 • Kaydon Corp • Ball & roller bearings
EXHIBIT 1Joint Filing Agreement • January 31st, 2002 • Kaydon Corp • Ball & roller bearings
WHEREAS, in accordance with Rule 13d-1(f) under the Securities and Exchange Act of 1934 (the "Act"), only one joint Statement and any amendments thereto need to be filed whenever one or more persons are required to file such a statement or any amendments thereto pursuant to Section 13(d) of the Act with respect to the same securities, provided that said persons agree in writing that such Statement or amendments thereto is filed on behalf of each of them;
andRights Agreement • May 24th, 2000 • Kaydon Corp • Ball & roller bearings • Delaware
1 EXHIBIT 2.2 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 5th, 2000 • Kaydon Corp • Ball & roller bearings • New Jersey
EXHIBIT 10 STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 27th, 2005 • Kaydon Corp • Ball & roller bearings • Delaware
ARTICLE I DEFINITIONSCredit Agreement • August 13th, 1999 • Kaydon Corp • Ball & roller bearings • Michigan
EXHIBIT 4.1 KAYDON CORPORATION 4.0% CONTINGENT CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2023Indenture • September 4th, 2003 • Kaydon Corp • Ball & roller bearings • New York
1 EXHIBIT 2.4 REAL ESTATE PURCHASE AGREEMENTReal Estate Purchase Agreement • September 5th, 2000 • Kaydon Corp • Ball & roller bearings • Indiana
1 EXHIBIT 2.7 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 25th, 1997 • Kaydon Corp • Ball & roller bearings
EXHIBIT 10.12 KAYDON CORPORATION CHANGE IN CONTROL COMPENSATION AGREEMENT AGREEMENT made and executed 3 October, 2002 between KAYDON CORPORATION, a Delaware corporation, 315 East Eisenhower Parkway, Suite 300, Ann Arbor, Michigan 48108 ("Kaydon"), and...Change in Control Compensation Agreement • March 19th, 2003 • Kaydon Corp • Ball & roller bearings
RECITALSCredit Agreement • March 19th, 2003 • Kaydon Corp • Ball & roller bearings
KAYDON CORPORATION CHANGE IN CONTROL COMPENSATION AGREEMENTChange in Control Compensation Agreement • March 5th, 2012 • Kaydon Corp • Ball & roller bearings
AGREEMENT made and executed as of March 5, 2012 between KAYDON CORPORATION, a Delaware corporation, 315 East Eisenhower Parkway, Suite 300, Ann Arbor, Michigan 48108 (Kaydon), and Timothy Heasley (the Executive).
AGREEMENT AND PLAN OF MERGER By and Among ATLAS MANAGEMENT, INC., DUBLIN ACQUISITION SUB INC., and KAYDON CORPORATION Dated as of September 5, 2013Merger Agreement • September 5th, 2013 • Kaydon Corp • Ball & roller bearings • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of September 5, 2013 (this “Agreement”), is made by and among Atlas Management, Inc., a Delaware corporation (“Parent”), Dublin Acquisition Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Acquisition Sub”), and Kaydon Corporation, a Delaware corporation (the “Company”). Certain capitalized terms used herein but not otherwise defined shall have the meanings set forth in Article IX.
EMPLOYMENT AGREEMENTEmployment Agreement • October 28th, 2008 • Kaydon Corp • Ball & roller bearings • New York
THIS EMPLOYMENT AGREEMENT (this “Agreement”) was originally entered into on March 23, 2007, and became effective on March 26, 2007 (the “Effective Date”), by and between KAYDON CORPORATION, a Delaware corporation (the “Company”), and JAMES O’LEARY, an individual (“Executive”), was amended effective February 14, 2008, and is hereby further amended and restated, effective October 23, 2008, to reflect the final regulations under Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and to make certain other clarifying changes.
NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • May 8th, 2013 • Kaydon Corp • Ball & roller bearings • Delaware
THIS NONSTATUTORY STOCK OPTION AGREEMENT (the “Option Agreement”) is made and entered into as of _________ by and between KAYDON CORPORATION, a Delaware corporation (the “Company”), and (the “Optionee”). The Company has granted to the Optionee an option to purchase certain shares of Stock, upon the terms and conditions set forth in this Option Agreement (the “Option”).
CREDIT AGREEMENT Dated as of March 26, 2012 among KAYDON CORPORATION THE SUBSIDIARY BORROWERS FROM TIME TO TIME PARTIES HERETO THE ALTERNATE CURRENCY BORROWERS FROM TIME TO TIME PARTIES HERETO THE INSTITUTIONS FROM TIME TO TIME PARTIES HERETO AS...Credit Agreement • March 30th, 2012 • Kaydon Corp • Ball & roller bearings • New York
This Credit Agreement dated as of March 26, 2012 is entered into among KAYDON CORPORATION, a Delaware corporation, as the Company, the Subsidiary Borrowers and Alternate Currency Borrowers from time to time parties hereto, the institutions from time to time parties hereto as Lenders, whether by execution of this Agreement or an Assignment Agreement pursuant to Section 13.3, JPMorgan Chase Bank, N.A., as Administrative Agent for itself and the other Lenders and PNC Bank, National Association, SunTrust Bank and Wells Fargo Bank, National Association, as Syndication Agents. The parties hereto agree as follows:
RESTRICTED STOCK AGREEMENT KAYDON CORPORATION 1999 Long Term Stock Incentive PlanRestricted Stock Agreement • February 27th, 2008 • Kaydon Corp • Ball & roller bearings • Michigan
This Restricted Stock Agreement (the “Agreement”) is made as of March 23, 2007 (the “Grant Date”), between KAYDON CORPORATION, a Delaware corporation (the “Company”), and JAMES O’LEARY (“Grantee”).
KAYDON CORPORATION 1999 LONG TERM STOCK INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • February 27th, 2008 • Kaydon Corp • Ball & roller bearings • Delaware
NON-QUALIFIED STOCK OPTION AGREEMENT, dated as of March 23, 2007; between KAYDON CORPORATION, a Delaware corporation (Corporation), and JAMES O’LEARY (Optionee).
RESTRICTED STOCK AGREEMENT KAYDON CORPORATION 1999 Long Term Stock Incentive PlanRestricted Stock Agreement • October 28th, 2008 • Kaydon Corp • Ball & roller bearings • Delaware
This Restricted Stock Agreement (the “Agreement”) is made as of the Grant Date between KAYDON CORPORATION, a Delaware corporation (the “Company”), and James O’Leary (“Grantee”).
Kaydon Letterhead]Employment Agreement • May 12th, 2008 • Kaydon Corp • Ball & roller bearings
You are a party to an Employment Agreement dated March 23, 2007 and amended on February 14, 2008 with Kaydon Corporation (“Kaydon”), which provides for certain payments upon your termination including following a Change in Control, as defined therein. You are also a participant under the Kaydon Executive Management Bonus Program, as amended (the “Bonus Program”).
ContractRestricted Stock Agreement • May 12th, 2008 • Kaydon Corp • Ball & roller bearings • Delaware
