EXHIBIT 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 14th, 1999 • Aerovox Inc • Electrical industrial apparatus
WITNESSETH ----------Stock Purchase Agreement • May 20th, 2002 • Aerovox Inc • Electrical industrial apparatus • Massachusetts
Exhibit 4.6.2 AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • April 16th, 2001 • Aerovox Inc • Electrical industrial apparatus • Massachusetts
Exhibit 2.2 AMENDED AND RESTATED ASSET PURCHASE AGREEMENT This Amended and Asset Purchase Agreement (this "Agreement"), dated as of April 18, 2002, is by and between Aerovox Incorporated, a Delaware corporation, as debtor-in- possession (the "Seller")...Asset Purchase Agreement • October 3rd, 2002 • Aerovox Inc • Electrical industrial apparatus • Massachusetts
Exhibit 2.2 AGREEMENT REGARDING PURCHASE OF CERTAIN ASSETS FROM AEROVOX INCORPORATED AND AEROVOX DE MEXICO I. PARTIES. A. Buyer: Nueva Generacion Manufacturas S.A. de C.V., a Mexican corporation ("Buyer"). B. Sellers: Aerovox, Incorporated ("Aerovox")...Asset Purchase Agreement • July 15th, 2002 • Aerovox Inc • Electrical industrial apparatus • Massachusetts
1. Rights Agreement: Definitions. This Amendment amends the Rights ----------------------------- Agreement (as in effect prior to giving effect to this Amendment, the "Rights Agreement"). Terms defined in the Rights Agreement as ----------------...Rights Agreement • March 31st, 2000 • Aerovox Inc • Electrical industrial apparatus • Delaware
Exhibit 2.3 Schedule 1.1(a) ASSIGNMENT AND ASSUMPTION AGREEMENT AGREEMENT, dated July 26, 2002, between AEROVOX INCORPORATED, a Delaware corporation (the "Seller"), and PARALLAX POWER COMPONENTS, LLC, a Delaware limited liability company (the...Assignment and Assumption Agreement • October 3rd, 2002 • Aerovox Inc • Electrical industrial apparatus • Massachusetts
ARTICLE IILease Agreement • October 3rd, 2002 • Aerovox Inc • Electrical industrial apparatus • Massachusetts
Recitals -------- 1. On or about the date hereof, the Company has acquired or will acquire substantially all of the outstanding stock of Capacitores Unidos S.A. de. C.V. pursuant to Stock Purchase Agreements dated April 5, 1999 between the Company and...Stockholders Agreement • April 14th, 1999 • Aerovox Inc • Electrical industrial apparatus • Massachusetts
SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT dated as of June 30, 1999 by and between AEROVOX INCORPORATED (the "Borrower")Revolving Credit Agreement • March 31st, 2000 • Aerovox Inc • Electrical industrial apparatus
AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • April 16th, 2001 • Aerovox Inc • Electrical industrial apparatus
Exhibit 4.7 Lloyds Bank PLC Business Loan Agreement (Corporate) We Lloyds Bank PLC of Beach House, 28/30 Wimborne Rd., Poole, Dorset offer you BHC Aerovox Ltd. (company registered number 2775957 and referred to in this agreement as the "Customer") of...Business Loan Agreement • March 31st, 2000 • Aerovox Inc • Electrical industrial apparatus • England and Wales
Exhibit 2.14 NON-COMPETITION AGREEMENTNon-Competition Agreement • October 3rd, 2002 • Aerovox Inc • Electrical industrial apparatus • New York
AMENDMENT AND RESTATEMENT OF THE REVOLVING CREDIT NOTERevolving Credit Note • April 16th, 2001 • Aerovox Inc • Electrical industrial apparatus
SECTION ONE ----------- DEFINITIONS -----------Reimbursement Agreement • May 16th, 2000 • Aerovox Inc • Electrical industrial apparatus • Maine
Exhibit 4.8 THIS SALE AGREEMENT is made the 15 February 1999 BETWEEN: (1) BHC AEROVOX LIMITED, A COMPANY REGISTERED IN ENGLAND UNDER NUMBER 2775957 WHOSE REGISTERED OFFICE IS 20-21 CUMBERLAND DRIVE, GRANBY INDUSTRIAL ESTATE, WEYMOUTH, DORSET, DT4 9TE,...Sale Agreement • March 31st, 2000 • Aerovox Inc • Electrical industrial apparatus
Exhibit 4.9 SECOND AMENDED AND RESTATED SECURITY AGREEMENT This SECOND AMENDED AND RESTATED SECURITY AGREEMENT, dated as of June 30, 1999, is between AEROVOX INCORPORATED, a Delaware corporation (the "Borrower"), and BANKBOSTON, N.A., a national...Security Agreement • April 16th, 2001 • Aerovox Inc • Electrical industrial apparatus • Massachusetts
WHEREAS, in connection with the Acquisition, Aerovox issued to each Seller a promissory note payable on April 4, 2001 and a promissory note payable on April 4, 2002 (collectively, the "Notes"), the aggregate principal amount of ----- such Notes being...Restructuring Agreement • May 15th, 2001 • Aerovox Inc • Electrical industrial apparatus • Massachusetts
Exhibit 10.8 ( c ) AEROVOX INCORPORATED Severance Agreement ------------------- Agreement, made this 20th day of April, 1998, by and between Timothy J. Brown ("Executive") and AEROVOX INCORPORATED (the "Company"), WITNESSETHSeverance Agreement • April 1st, 1999 • Aerovox Inc • Electrical industrial apparatus • Delaware
10,170,000 Aerovox Incorporated Taxable Adjustable Rate Notes, Series 2000Remarketing Agreement • May 16th, 2000 • Aerovox Inc • Electrical industrial apparatus • Maine
WHEREAS, Pledgor now agrees to pledge 100% of the issued and outstanding shares of ADM Stock in order to secure Pledgor's indebtedness pursuant to the Replacement Note. The 50,000 shares of Series B Class I and 22,333,830 shares of Series B Class II...Securities Pledge Agreement • May 15th, 2001 • Aerovox Inc • Electrical industrial apparatus • Massachusetts
Exhibit 2.13 TRADEMARK ASSIGNMENT This TRADEMARK ASSIGNMENT (the "Assignment") is made as of this 26th day of July, 2002 (the "Effective Date"), by Aerovox Incorporated, a Delaware corporation, with a principal office at 167 John Vertente Blvd, New...Trademark Assignment • October 3rd, 2002 • Aerovox Inc • Electrical industrial apparatus
Exhibit 2.12 PATENT ASSIGNMENT This PATENT ASSIGNMENT ("Assignment") is made and entered into as of this 26th day of July, 2002 ("Effective Date"), by and between and Aerovox Incorporated, a Delaware corporation, with a principal office at 167 John...Patent Assignment • October 3rd, 2002 • Aerovox Inc • Electrical industrial apparatus
Aerovox Incorporated and American Stock Transfer & Trust Company as successor Rights AgentRights Agreement • October 21st, 1999 • Aerovox Inc • Electrical industrial apparatus • Delaware
AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 29th, 1996 • Aerovox Inc • Electrical industrial apparatus
10,170,000 AEROVOX INCORPORATED TAXABLE ADJUSTABLE RATE NOTES SERIES 2000Trust Indenture • May 16th, 2000 • Aerovox Inc • Electrical industrial apparatus • Maine
WITNESSETHSeverance Agreement • March 29th, 1996 • Aerovox Inc • Electrical industrial apparatus • Delaware
WITNESSETHSeverance Agreement • March 27th, 1998 • Aerovox Inc • Electrical industrial apparatus • Delaware
Exhibit 4.14 NOTE PLEDGE AGREEMENT --------------------- NOTE PLEDGE AGREEMENT dated as of March 1, 2000 made by and among Aerovox Incorporated, a Delaware corporation (the "Pledgor"), The Huntington National Bank, Columbus, Ohio, as Trustee and as...Note Pledge Agreement • May 16th, 2000 • Aerovox Inc • Electrical industrial apparatus • Maine
BACKGROUNDInformation Technology Access Agreement • October 3rd, 2002 • Aerovox Inc • Electrical industrial apparatus
WITNESSETHSeverance Agreement • March 28th, 1997 • Aerovox Inc • Electrical industrial apparatus • Delaware
Exhibit 4.13 ENVIRONMENTAL INDEMNITY AGREEMENT --------------------------------- FOR VALUE RECEIVED, namely the loan of Four Million Five Hundred Thousand and 00/100ths Dollars ($4,500,000.00), or any portion thereof, by KEYBANK NATIONAL ASSOCIATION,...Environmental Indemnity Agreement • May 16th, 2000 • Aerovox Inc • Electrical industrial apparatus
FOR VALUE RECEIVED, namely the loan of Four Million Five Hundred Thousand and 00/100ths Dollars ($4,500,000.00), or any portion thereof, by KEYBANK NATIONAL ASSOCIATION, a national banking association having a place of business at One Canal Plaza, Portland, Maine 04101-4035 ("Bank") to AEROVOX INCORPORATED, a Delaware corporation having a place of business at 740 Belleville Avenue, New Bedford, Massachusetts 02745 ("Borrower"), under the terms and conditions of a certain Commercial Note of even date ("Note") given by Borrower to Bank, which Note is secured by a First Leasehold Mortgage, Security Agreement and Fixture Filing of even date ("Leasehold Mortgage") on Borrower's leasehold estate evidenced by a Sublease dated January 4, 2000, between Borrower, as Sublessee, and New Bedford Redevelopment Authority, as Sublessor ("Lease"), which Lease describes certain premises located at the New Bedford Industrial Park, City of New Bedford, County of Bristol, and Commonwealth of Massachusetts
Schedule 2.3 (Amended) Assumed ContractsAssumed Contracts • October 3rd, 2002 • Aerovox Inc • Electrical industrial apparatus
EXHIBIT 4.9 CONSTRUCTION LOAN AGREEMENT --------------------------- This AGREEMENT made as of the 29/th/ day of February, 2000, by and between KeyBank National Association, a national banking association having a place of business at One Canal Plaza,...Construction Loan Agreement • May 16th, 2000 • Aerovox Inc • Electrical industrial apparatus • Maine
FIRST LEASEHOLD MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS, AND FINANCING STATEMENT to KEYBANK NATIONAL ASSOCIATIONFirst Leasehold Mortgage, Security Agreement, Assignment of Leases and Rents, and Financing Statement • May 16th, 2000 • Aerovox Inc • Electrical industrial apparatus • Massachusetts
