Powell Industries Inc Sample Contracts

EXHIBIT 10.9 AMENDED AND RESTATED LOAN AGREEMENT BETWEEN POWELL INDUSTRIES, INC. as Borrower AND BANK OF AMERICA, N.A. as Lender Dated as of October 25, 2001 TABLE OF CONTENTS
Loan Agreement • January 29th, 2002 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas
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1 EXHIBIT 10.6 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (hereinafter called this "Amendment") is entered into on August 15, 1996, to be effective as of August 15, 1996, between Powell Industries, Inc., a Nevada...
Credit Agreement • January 29th, 1997 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas
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SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • April 6th, 2023 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas

This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of September 27, 2019, among POWELL INDUSTRIES, INC., a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein), and BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and L/C Issuer.

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AMENDMENT TO DOCUMENTS FOURTH AMENDMENT TO BUSINESS LOAN AGREEMENT This Fourth Amendment to Business Loan Agreement is entered into as of February 26, 1999, between Bank of America Texas, N.A. ("Bank") and Powell Industries, Inc. ("Borrower").
Business Loan Agreement • June 14th, 1999 • Powell Industries Inc • Switchgear & switchboard apparatus
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EXHIBIT 10.6
Powell Industries Inc • January 26th, 1999 • Switchgear & switchboard apparatus
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THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • December 6th, 2023 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas

This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of September 27, 2019, among POWELL INDUSTRIES, INC., a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein), and BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and L/C Issuer.

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WITNESSETH:
Loan Agreement • January 7th, 2003 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas
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Business Loan Agreement ------------------------------------------------------- ------------------------- This Agreement dated as of August 21, 1997 is between Bank of America Texas, N.A. (the "Bank") and Powell Industries, Inc. (the "Borrower"). 1....
Business Loan Agreement • September 15th, 1997 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas
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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • September 30th, 2016 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas

THIS EMPLOYMENT AGREEMENT and an ancillary agreement to be effective simultaneously herewith entitled “Confidentiality, Non-Competition and Non-Solicitation Agreement” (the “Confidentiality Agreement”), a copy of which is attached hereto as Attachment A, and incorporated herein by reference for all purposes, (this agreement and the Confidentiality Agreement being hereinafter collectively referred to as “this Agreement”) is entered into effective as of October 1, 2016 (the “Effective Date”), by and between Powell Industries, Inc. and its affiliates (the “Company”) and Brett A. Cope (“Executive”).

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Eleventh AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • August 7th, 2013 • Powell Industries Inc • Switchgear & switchboard apparatus

THIS ELEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of June 27, 2013, among Powell Industries, Inc., a Delaware corporation (“Parent” or “Borrower”), Bank of America, N.A., a national banking association, as Agent, Swing Line Lender and L/C Issuer under the Credit Agreement (in such capacity as administrative agent, together with its successors in such capacity, “Agent”), and each lender from time to time party to the Credit Agreement (collectively, “Lenders” and individually, a “Lender”). Capitalized terms used but not defined in this Amendment have the meaning given them in the Credit Agreement (defined below).

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ASSET PURCHASE AGREEMENT by and between POWELL INDUSTRIES, INC., a Delaware corporation, as Buyer, and GENERAL ELECTRIC COMPANY, a New York corporation, as Seller Dated: August 7, 2006
Asset Purchase Agreement • June 16th, 2008 • Powell Industries Inc • Switchgear & switchboard apparatus • New York

This Asset Purchase Agreement, dated as of August 7, 2006 (together with the schedules attached hereto, the “Agreement”) is by and among Powell Industries, Inc., a Delaware corporation (the “Buyer”) and General Electric Company, a New York corporation (the “Seller”).

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RECITALS
Powell Industries Inc • January 28th, 2000 • Switchgear & switchboard apparatus
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BETWEEN
Credit Agreement • January 26th, 1996 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas
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POWELL SUPPLY AGREEMENT
Powell Supply Agreement • August 9th, 2006 • Powell Industries Inc • Switchgear & switchboard apparatus • New York

This Powell Supply Agreement (the “Agreement”) is made and entered into this 7th day of August, 2006 (the “Effective Date”) by and between General Electric Company (“GE”), a New York corporation on behalf of and for the benefit of its GE Consumer & Industrial and GE Energy business components (GE Consumer & Industrial, together with its Affiliates, is referred to herein as “Buyer”), and Powell Industries, Inc., a Delaware corporation (hereinafter called “Seller,” together with Buyer referred to as the “Parties” and each individually as a “Party”). GE Energy is entering into this Agreement solely for the limited purposes of agreeing to be bound by the provisions of Section 2.14 and Articles 15, 21, 24, 25, 26, 27 and 29, and shall be deemed to be a Party or the Buyer for purposes of the obligations set forth in those sections or articles only and, further, shall be deemed a third party beneficiary with respect to all of Buyer’s rights and Seller’s obligations hereunder.

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SEVERANCE AGREEMENT AND RELEASE
Severance Agreement and Release • December 7th, 2016 • Powell Industries Inc • Switchgear & switchboard apparatus

This Severance Agreement and Release (the "Agreement") is entered into by and between Neil Dial ("Executive") and Powell Industries, Inc. (the "Company") as follows:

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FOURTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • December 8th, 2006 • Powell Industries Inc • Switchgear & switchboard apparatus

THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of December 7, 2006, but shall be effective for all purposes as of the Effective Date (defined below) among Powell Industries, Inc., a Delaware corporation (“Parent”), Switchgear & Instrumentation Ltd., an entity organized under the laws of England and Wales (formerly known as Inhoco 3210 Limited, “Inhoco”), Switchgear & Instrumentation Properties Limited, an entity organized under the laws of England and Wales (“SI Properties” and together with Inhoco, “UK Borrower”), Bank of America, N.A., a national banking association, as Agent, Swing Line Lender and L/C Issuer under the Credit Agreement (in such capacity as administrative agent, together with its successors in such capacity, “Agent”), and each lender from time to time party to the Credit Agreement (collectively, “Lenders” and individually, a “Lender”). Capitalized terms used but not defined in this Amendment have the meaning given them in the Credit Ag

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EXECUTIVE EMPLOYMENT AGREEMENT
Confidentiality, Non-Competition and Non-Solicitation Agreement • December 5th, 2013 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas

THIS EMPLOYMENT AGREEMENT and an ancillary agreement to be effective simultaneously herewith entitled "Confidentiality, Non-Competition and Non-Solicitation Agreement” (the "Confidentiality Agreement"), a copy of which is attached hereto as Attachment A, and incorporated herein by reference for all purposes, (this agreement and the Confidentiality Agreement being hereinafter collectively referred to as "this Agreement") is entered into effective as of December 1, 2013 (the "Effective Date"), by and between Powell Industries, Inc. and its affiliates (the "Company") and Neil Dial ("Executive").

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POWELL INDUSTRIES, INC. NOTICE OF PERFORMANCE UNIT AWARD
Award Agreement • May 7th, 2014 • Powell Industries Inc • Switchgear & switchboard apparatus

Subject to the terms and conditions of this Notice of Performance Unit Award (this "Notice"), the Performance Unit Award Agreement attached hereto (the "Award Agreement"), and the Powell Industries, Inc. 2014 Equity Incentive Plan (the "Plan"), the below individual (the "Participant") is hereby granted the below number of Performance Units (the "Performance Units") in Powell Industries, Inc. (the "Company"). Unless otherwise specifically indicated, all terms used in this Notice shall have the meaning as set forth in the Award Agreement or the Plan.

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • November 1st, 2018 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas

THIS EMPLOYMENT AGREEMENT and an ancillary agreement to be effective simultaneously herewith entitled "Confidentiality, Non-Competition and Non-Solicitation Agreement" (the "Confidentiality Agreement"), a copy of which is attached hereto as Attachment A, and incorporated herein by reference for all purposes, (this agreement and the Confidentiality Agreement being hereinafter collectively referred to as "this Agreement") is entered into effective as of November 5, 2018 (the "Effective Date"), by and between Powell Industries, Inc. and its affiliates (the "Company") and Michael W. Metcalf ("Executive").

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Dated 4 July 2005 SWITCHGEAR & INSTRUMENTATION LIMITED INHOCO 3210 LIMITED (to be renamed Switchgear & Instrumentation Limited) AGREEMENT for the sale and purchase of certain assets and the assumption of certain liabilities of Switchgear &...
Agreement • July 6th, 2005 • Powell Industries Inc • Switchgear & switchboard apparatus
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AMENDED AND RESTATED CREDIT AGREEMENT BETWEEN POWELL CANADA INC. as Borrower AND POWELL INDUSTRIES, INC., NEXTRON LIMITED, and PPC TECHNICAL SERVICES INC. as Guarantors AND HSBC BANK CANADA, as Lender MADE AS OF APRIL 26, 2012
Credit Agreement • May 9th, 2012 • Powell Industries Inc • Switchgear & switchboard apparatus • Alberta

POWELL INDUSTRIES, INC., a Delaware Corporation, (hereinafter sometimes referred to as “Powell” and sometimes referred to as the “Guarantor”)

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LEASE AGREEMENT
Lease Agreement • August 9th, 2006 • Powell Industries Inc • Switchgear & switchboard apparatus

THIS LEASE AGREEMENT (this “Lease”) is made this 19th day of April, 2006 (the “Effective Date”), between C&L Partnership, Ltd., a Texas Limited Partnership (“Landlord”), and Powell Industries, Inc., a Delaware Corporation (“Tenant”) upon the following terms and conditions:

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CONSULTING AND ADVISORY SERVICES AGREEMENT
Consulting and Advisory Services Agreement • December 21st, 2018 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas

This Consulting and Advisory Services Agreement (the "Agreement") is made and entered into as of January 5, 2019 (the "Effective Date") by and between Powell Industries, Inc., its subsidiaries and affiliates (the "Company") and Don R. Madison ("Consultant"), who was heretofore employed by the Company through January 4, 2019 as an officer pursuant to an Executive Employment Agreement dated May 8, 2012 (the "Employment Agreement"), upon the following terms and conditions:

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PURCHASE AGREEMENT By and Between Powell PowerComm KO Inc. as Buyer and PowerComm Inc. as Seller Dated: October 21, 2009
Purchase Agreement • October 27th, 2009 • Powell Industries Inc • Switchgear & switchboard apparatus • Alberta

THIS PURCHASE AGREEMENT, dated as of October 21, 2009 (together with the appendices and schedules attached hereto, the “Agreement”) is by and between Powell PowerComm KO Inc., a Canadian corporation (“Buyer”) and PowerComm Inc., an Alberta corporation (the “Seller”).

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CANADIAN BENCHMARK REPLACEMENT CONFORMING CHANGES AMENDMENT
Powell Industries Inc • July 31st, 2024 • Switchgear & switchboard apparatus

THIS CANADIAN BENCHMARK REPLACEMENT CONFORMING CHANGES AMENDMENT (this “Agreement”), dated as of June 26, 2024, is entered into among POWELL INDUSTRIES, INC., a Delaware corporation (the “Borrower”), and BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”).

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NINTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 24th, 2011 • Powell Industries Inc • Switchgear & switchboard apparatus

THIS NINTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of May 18, 2011, among Powell Industries, Inc., a Delaware corporation (“Parent”), Switchgear & Instrumentation Ltd., an entity organized under the laws of England and Wales (formerly known as Inhoco 3210 Limited, “Inhoco”), Switchgear & Instrumentation Properties Limited, an entity organized under the laws of England and Wales (“SI Properties” and together with Inhoco, “UK Borrower”), Bank of America, N.A., a national banking association, as Agent, Swing Line Lender and L/C Issuer under the Credit Agreement (in such capacity as administrative agent, together with its successors in such capacity, “Agent”), and each lender from time to time party to the Credit Agreement (collectively, “Lenders” and individually, a “Lender”). Capitalized terms used but not defined in this Amendment have the meaning given them in the Credit Agreement (defined below).

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ASSET PURCHASE AGREEMENT By and Among Powell PowerComm Inc. as Buyer and PowerComm Inc. Redhill Systems Ltd. Nextron Corporation PCG Technical Services Inc. Concorde Metal Manufacturing Ltd. as Sellers Dated: October 21, 2009
Asset Purchase Agreement • October 27th, 2009 • Powell Industries Inc • Switchgear & switchboard apparatus • Alberta

THIS ASSET PURCHASE AGREEMENT, dated as of October 21, 2009 (together with the appendices and schedules attached hereto, the “Agreement”) is by and among Powell PowerComm, Inc., a Canadian corporation (“Buyer”), on the one hand, and PowerComm Inc., an Alberta corporation (“PowerComm”), Redhill Systems Ltd., an Alberta corporation (“Redhill”), Nextron Corporation, an Alberta corporation (“Nextron”), PCG Technical Services Inc., an Alberta corporation (“PCG”), and Concorde Metal Manufacturing Ltd., an Alberta corporation (“Concorde” and each of PowerComm, Redhill, Nextron, PCG and Concorde may be referred to individually as a “Seller” and collectively as the “Sellers”), on the other hand.

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THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • August 9th, 2006 • Powell Industries Inc • Switchgear & switchboard apparatus

THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of August 4, 2006, but shall be effective for all purposes as of the Effective Date (defined below) among Powell Industries, Inc., a Delaware corporation (“Parent”), Switchgear & Instrumentation Ltd., an entity organized under the laws of England and Wales (formerly known as Inhoco 3210 Limited, "Inhoco”), Switchgear & Instrumentation Properties Limited, an entity organized under the laws of England and Wales (“SI Properties” and together with Inhoco, “UK Borrower”), Bank of America, N.A., a national banking association, as Agent, Swing Line Lender and L/C Issuer under the Credit Agreement (in such capacity as administrative agent, together with its successors in such capacity, "Agent”), and each lender from time to time party to the Credit Agreement (collectively, “Lenders” and individually, a “Lender”). Capitalized terms used but not defined in this Amendment have the meaning given them in the Credit Agree

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PURCHASE AGREEMENT By and Between Powell PowerComm Ventures Inc. as Buyer and PowerComm Inc. as Seller Dated: October 21, 2009
Purchase Agreement • October 27th, 2009 • Powell Industries Inc • Switchgear & switchboard apparatus • Alberta

THIS PURCHASE AGREEMENT, dated as of October 21, 2009 (together with the appendices and schedules attached hereto, the “Agreement”) is by and between Powell PowerComm Ventures Inc., a Canadian corporation (“Buyer”) and PowerComm Inc., an Alberta corporation (the “Seller”).

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THIRD AMENDMENT TO LOAN AGREEMENT
Loan Agreement • January 31st, 2005 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas

This Third Amendment to Loan Agreement (this “Third Amendment”) is made and entered into as of the 29th day of October, 2004, by and between POWELL INDUSTRIES, INC., a Delaware corporation (“Borrower”), and BANK OF AMERICA, N.A., a national banking association (“Lender”).

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FIRST AMENDMENT TO CONSULTING AND ADVISORY SERVICES AGREEMENT
Consulting and Advisory Services Agreement • May 8th, 2019 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas

This First Amendment to Consulting and Advisory Services Agreement (this "First Amendment") is made and entered into as of May 6, 2019 (the "Effective Date") by and between Powell Industries, Inc., its subsidiaries and affiliates (the "Company") and Don R. Madison (the "Consultant").

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CREDIT AGREEMENT BETWEEN POWELL POWERCOMM INC. as Borrower AND POWELL INDUSTRIES, INC., NEXTRON LIMITED, and PPC TECHNICAL SERVICES INC. as Guarantors AND HSBC BANK CANADA, as Lender MADE AS OF DECEMBER 15, 2009
Credit Agreement • December 21st, 2009 • Powell Industries Inc • Switchgear & switchboard apparatus • Alberta
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INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 5th, 2009 • Powell Industries Inc • Switchgear & switchboard apparatus • Delaware

This INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into this day of , 2009 between Powell Industries, Inc., a Delaware corporation (the “Company”) and (“Indemnitee”).

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EXECUTIVE EMPLOYMENT AGREEMENT
Employment Agreement • February 3rd, 2016 • Powell Industries Inc • Switchgear & switchboard apparatus • Texas
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LIBOR TRANSITION AMENDMENT
Libor Transition Amendment • February 1st, 2023 • Powell Industries Inc • Switchgear & switchboard apparatus

THIS LIBOR TRANSITION AMENDMENT (this “Amendment”), dated as of November 10, 2022 (the “Amendment Effective Date”), is entered into among POWELL INDUSTRIES, INC., a Delaware corporation (the “Borrower”), the guarantor(s) party hereto (the “Guarantor(s)”), and BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”), L/C Issuer, Swingline Lender and a Lender.

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