amongCredit Agreement • May 15th, 1998 • Gardner Denver Inc • General industrial machinery & equipment • Illinois
1. AMENDMENTS TO CREDIT AGREEMENT. Subject to the satisfaction of ------------------------------ the conditions precedent set forth in Section 3 below, the Credit Agreement --------- is hereby amended as follows:Credit Agreement • March 10th, 2004 • Gardner Denver Inc • General industrial machinery & equipment • Illinois
amongMerger Agreement • March 9th, 2005 • Gardner Denver Inc • General industrial machinery & equipment
andRights Agreement • January 21st, 2005 • Gardner Denver Inc • General industrial machinery & equipment • Delaware
Exhibit 1.1 3,000,000 Shares of Common Stock GARDNER DENVER, INC. UNDERWRITING AGREEMENT ---------------------- March 23, 2004 BEAR, STEARNS & CO. INC. As representative of the several Underwriters named in Schedule I attached hereto c/o Bear, Stearns...Underwriting Agreement • March 24th, 2004 • Gardner Denver Inc • General industrial machinery & equipment • New York
BETWEENAsset Purchase Agreement • February 13th, 1998 • Gardner Denver Machinery Inc • General industrial machinery & equipment • Delaware
Exhibit 2.2 FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 2nd, 2004 • Gardner Denver Inc • General industrial machinery & equipment • New York
Exhibit 10.4 INDEMNIFICATION AGREEMENT AGREEMENT between Gardner Denver, Inc., a Delaware corporation (the "Company") and (the "Indemnitee"). ----------------------- WHEREAS, it is essential to the Company to retain and attract as directors, officers...Indemnification Agreement • March 28th, 2002 • Gardner Denver Inc • General industrial machinery & equipment • Delaware
Exhibit 10.13 CHIEF EXECUTIVE OFFICER CHANGE IN CONTROL AGREEMENTChange in Control Agreement • August 13th, 2002 • Gardner Denver Inc • General industrial machinery & equipment • Delaware
THE NON-U.S. SUBSIDIARY BORROWER THAT IS OR MAY HEREAFTER BECOME A PARTY HERETO,Credit Agreement • March 28th, 2002 • Gardner Denver Inc • General industrial machinery & equipment • Illinois
3. Investment. The Escrow Agent shall record and hold the Escrow Funds in a ---------- separate and distinct account on the terms and subject to the conditions set forth herein. As specified in writing by the Representative from time to time, the...Escrow Agreement • September 2nd, 2004 • Gardner Denver Inc • General industrial machinery & equipment
CREDIT AGREEMENTCredit Agreement • November 14th, 2001 • Gardner Denver Inc • General industrial machinery & equipment • Illinois
by and amongAgreement and Plan of Merger • September 2nd, 2004 • Gardner Denver Inc • General industrial machinery & equipment • New York
THE NON-U.S. SUBSIDIARY BORROWER THAT IS OR MAY HEREAFTER BECOME A PARTY HERETO,Credit Agreement • September 2nd, 2004 • Gardner Denver Inc • General industrial machinery & equipment • Illinois
Table of Contents 1. SALE OF SHARES 2. PURCHASE PRICE; PAYMENT 2.1 Purchase Price 2.2 Basis for Purchase Price 2.3 Payment 2.4 Adjustment Payment 2.5 Inventory Accounts 2.6 Delay Interest 3. TITLE TO SHARES 4. OTHER AGREEMENTS 4.1 Inter-company...Sale and Purchase Agreement • July 14th, 1997 • Gardner Denver Machinery Inc • General industrial machinery & equipment
AMENDMENT NO. 1Credit Agreement • November 14th, 1996 • Gardner Denver Machinery Inc • General industrial machinery & equipment • Illinois
STOCK PURCHASE AGREEMENT BY AND AMONGStock Purchase Agreement • November 14th, 1996 • Gardner Denver Machinery Inc • General industrial machinery & equipment • Oklahoma
REGISTRATION RIGHTS AGREEMENT Dated as of May 4, 2005 by and among GARDNER DENVER, INC. THE GUARANTORS LISTED ON SCHEDULE I HERETO andRegistration Rights Agreement • May 4th, 2005 • Gardner Denver Inc • General industrial machinery & equipment • New York
This Agreement is made pursuant to the Purchase Agreement, dated April 28, 2005 (the “Purchase Agreement”), by and among the Company, the Guarantors and the Initial Purchasers. In order to induce the Initial Purchasers to purchase the Initial Notes, the Company has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 8 of the Purchase Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Indenture, dated as of May 4, 2005, among the Company, the Guarantors and The Bank of New York Trust Company, N.A., as trustee, relating to the Initial Notes and the Exchange Notes (the “Indenture”).
Exhibit 10.14 EXECUTIVE CHANGE IN CONTROL AGREEMENTExecutive Change in Control Agreement • August 13th, 2002 • Gardner Denver Inc • General industrial machinery & equipment • Delaware
5,000,000 Shares of Common Stock GARDNER DENVER, INC. UNDERWRITING AGREEMENT April 28, 2005Underwriting Agreement • May 4th, 2005 • Gardner Denver Inc • General industrial machinery & equipment • New York
BEAR, STEARNS & CO. INC. J.P. MORGAN SECURITIES INC. KEYBANC CAPITAL MARKETS, A DIVISION OF MCDONALD INVESTMENTS, INC. c/o Bear, Stearns & Co. Inc. 383 Madison Avenue New York, New York 10179
GARDNER DENVER, INC. NONEMPLOYEE DIRECTOR STOCK OPTION AGREEMENTNonemployee Director Stock Option Agreement • November 12th, 2003 • Gardner Denver Inc • General industrial machinery & equipment
AMONGInterim Credit Agreement • November 14th, 2001 • Gardner Denver Inc • General industrial machinery & equipment • Illinois
Exhibit 4.2.1 SECOND AMENDMENT TO NOTE PURCHASE AGREEMENT This Second Amendment to Note Purchase Agreement ("Amendment"), dated as of August 31, 2001, by and between Gardner Denver Inc., a Delaware corporation (the "Company") and Metropolitan Life...Note Purchase Agreement • November 14th, 2001 • Gardner Denver Inc • General industrial machinery & equipment
EXECUTIVE CHANGE IN CONTROL AGREEMENTExecutive Change in Control Agreement • November 10th, 2008 • Gardner Denver Inc • General industrial machinery & equipment • Delaware
THIS AGREEMENT is entered into this ___day of ____________, 200___by and between GARDNER DENVER, INC., a Delaware corporation, its affiliates, successors and assigns (the “Company”), and ___________(the “Executive”).
DATE 20 July 2008 DAVID FISHER GARDNER DENVER, INC. SHARE PURCHASE AGREEMENT relating to the acquisition of certain shares in CompAir Holdings Limited Macfarlanes LLP 20 Cursitor Street London EC4A 1LTShare Purchase Agreement • October 21st, 2008 • Gardner Denver Inc • General industrial machinery & equipment • England
B The Vendor has agreed to sell and the Purchaser has agreed to buy the Shares on the terms and subject to the conditions of this Agreement.
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 29th, 2008 • Gardner Denver Inc • General industrial machinery & equipment • Illinois
THIS AGREEMENT, made as of the ___ day of ___, 20___ by and between Gardner Denver, Inc. (hereinafter called the “Company”), and «First» «Last_Name» (hereinafter called the “Employee”);
Gardner Denver, Inc. Nonemployee Director Restricted Stock Unit Agreement RECIPIENT: RS UNITS: DATE OF AWARD: VEST DATE: EXPIRATION DATE: «Name» «RS_Units» May 2, 2012 May 2, 2013 N/ANonemployee Director Restricted Stock Unit Agreement • February 27th, 2013 • Gardner Denver Inc • General industrial machinery & equipment • Delaware
This Nonemployee Director Restricted Stock Unit Agreement is made between Gardner Denver, Inc., a Delaware corporation (the “Company”), and the undersigned, a Director of the Company or a subsidiary of the Company (the “Director”).
DATE 20 July 2008 INVENSYS INTERNATIONAL HOLDINGS LIMITED GARDNER DENVER, INC. SHARE PURCHASE AGREEMENT relating to the acquisition of certain shares in CompAir Holdings Limited Macfarlanes LLP 20 Cursitor Street London EC4A 1LTShare Purchase Agreement • October 21st, 2008 • Gardner Denver Inc • General industrial machinery & equipment • England
B The Vendor has agreed to sell and the Purchaser has agreed to buy the Shares on the terms and subject to the conditions of this Agreement.
EXECUTIVE CHANGE IN CONTROL AGREEMENTChange in Control Agreement • March 15th, 2006 • Gardner Denver Inc • General industrial machinery & equipment • Delaware
THIS AGREEMENT is entered into this ___ day of ___, 2005 by and between GARDNER DENVER, INC., a Delaware corporation (the “Company”), and ___ (the “Executive”).
WAIVER AND RELEASE AGREEMENTWaiver and Release Agreement • July 18th, 2012 • Gardner Denver Inc • General industrial machinery & equipment • Pennsylvania
I, Barry L. Pennypacker, understand my last day of employment with Gardner Denver, Inc. (“GDI”) is July 13, 2012 (“Termination of Employment Date”), and I accept the following, which GDI promises to me, in consideration for the promises I make in this Waiver and Release Agreement (this “Agreement”):
AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 28, 2006Credit Agreement • March 1st, 2007 • Gardner Denver Inc • General industrial machinery & equipment • Illinois
THIS AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (“Amendment”) is made as of the “Amendment Effective Date” (as defined below) by and among GARDNER DENVER, INC. (the “Borrower”), GD First (UK) Limited, a limited company organized under the laws of England and Wales (the “UK Borrower”), and Gardner Denver Holdings GmbH & Co. KG, a limited partnership organized under the laws of Germany (the “German Borrower,” and together with the Borrower and the UK Borrower, the “Borrowers”), the financial institutions listed on the signature pages hereof as lenders (the “Lenders”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (successor by merger to Bank One, NA, having its main office in Chicago, Illinois), individually as a Lender, as LC Issuer, and Swing Line Lender and as agent (the “Agent”) for the Lenders under that certain Third Amended and Restated Credit Agreement dated as of May 13, 2005 by and among the Borrowers, the Lenders and the Agent, (as such may be amended, restated
Gardner Denver, Inc. Nonemployee Director Restricted Stock Units Agreement RECIPIENT: RS UNITSS: GRANT DATE: VEST DATE EXPIRATION DATE: <<First>> <<Last_Name>> <<Shares>>Restricted Stock Units Agreement • February 24th, 2010 • Gardner Denver Inc • General industrial machinery & equipment • Delaware
This Agreement is made between Gardner Denver, Inc., a Delaware corporation, having its principal executive office in Quincy, Illinois (the “Company”), and the undersigned, an Director of the Company or a subsidiary of the Company (the “Director”).
AGREEMENT AND PLAN OF MERGER By and Among RENAISSANCE PARENT CORP., RENAISSANCE ACQUISITION CORP. and GARDNER DENVER, INC. Dated as of March 7, 2013Merger Agreement • March 8th, 2013 • Gardner Denver Inc • General industrial machinery & equipment • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of March 7, 2013, (this “Agreement”), is made by and among Renaissance Parent Corp., a Delaware corporation (“Parent”), Renaissance Acquisition Corp., a Delaware corporation and a direct wholly owned Subsidiary of Parent (“Acquisition Sub”), and Gardner Denver, Inc., a Delaware corporation (the “Company”).
Exhibit 10.8 GARDNER DENVER, INC. INCENTIVE STOCK OPTION AGREEMENT This Agreement is made between Gardner Denver, Inc., a Delaware corporation, having its principal executive office in Quincy, Illinois (the "Company"), and the undersigned, an employee...Incentive Stock Option Agreement • March 28th, 2001 • Gardner Denver Inc • General industrial machinery & equipment
Exhibit 10.9 GARDNER DENVER, INC. NONSTATUTORY STOCK OPTION AGREEMENT This Agreement is made between Gardner Denver, Inc., a Delaware corporation, having its principal executive office in Quincy, Illinois (the "Company"), and the undersigned, an...Nonstatutory Stock Option Agreement • March 28th, 2001 • Gardner Denver Inc • General industrial machinery & equipment
