Ta Delaware, Inc. Sample Contracts

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Indenture • July 22nd, 2003 • Tower Automotive Inc • Metal forgings & stampings • New York
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ARTICLE II INVESTOR'S REPRESENTATIONS AND WARRANTIES
Securities Purchase Agreement • September 21st, 2001 • Tower Automotive Inc • Metal forgings & stampings • New York
EXHIBIT 1.1 15,000,000 SHARES TOWER AUTOMOTIVE, INC. COMMON STOCK, PAR VALUE $.01 PER SHARE UNDERWRITING AGREEMENT May__, 2002
Underwriting Agreement • April 24th, 2002 • Tower Automotive Inc • Metal forgings & stampings • New York
EXECUTION VERSION ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • May 3rd, 2007 • Tower Automotive Inc • Metal forgings & stampings • New York
TOWER AUTOMOTIVE, INC. PURCHASE AGREEMENT
Purchase Agreement • July 22nd, 2003 • Tower Automotive Inc • Metal forgings & stampings • New York
UNDERWRITING AGREEMENT
Underwriting Agreement • April 10th, 1997 • Tower Automotive Inc • Metal forgings & stampings • New York
RECEIVABLES PURCHASE AGREEMENT DATED AS OF JUNE 19, 2001
Receivables Purchase Agreement • November 14th, 2001 • Tower Automotive Inc • Metal forgings & stampings • New York
ARTICLE II INVESTOR'S REPRESENTATIONS AND WARRANTIES
Securities Purchase Agreement • September 4th, 2001 • Tower Automotive Inc • Metal forgings & stampings • New York
BY AND AMONG
Joint Venture Agreement • October 23rd, 1997 • Tower Automotive Inc • Metal forgings & stampings • New York
750,000,000 CREDIT AGREEMENT
Credit Agreement • June 30th, 1998 • Tower Automotive Inc • Metal forgings & stampings • New York
Exhibit 4.6 ----------- REGISTRATION RIGHTS AGREEMENT Dated as of July 29, 1997
Registration Rights Agreement • October 27th, 1997 • Tower Automotive Inc • Metal forgings & stampings • New York
RECITALS:
Registration Rights Agreement • September 21st, 2001 • Tower Automotive Inc • Metal forgings & stampings • New York
BACKGROUND
Retirement Agreement • August 9th, 2004 • Tower Automotive Inc • Metal forgings & stampings • Michigan
EXHIBIT 4.7 REGISTRATION RIGHTS AGREEMENT Dated as of June 9, 1998
Registration Rights Agreement • August 14th, 1998 • Tower Automotive Inc • Metal forgings & stampings • Illinois
ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • March 25th, 1997 • Tower Automotive Inc • Metal forgings & stampings • Delaware
200,000,000 5% Convertible Subordinated Notes due 2004
Indenture • October 27th, 1997 • Tower Automotive Inc • Metal forgings & stampings • New York
RECITALS:
Registration Rights Agreement • September 4th, 2001 • Tower Automotive Inc • Metal forgings & stampings • New York
SECOND AMENDMENT
Second Amendment • November 13th, 2002 • Tower Automotive Inc • Metal forgings & stampings • New York
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------------------------------------------------------------------------------- AMENDED AND RESTATED
Declaration of Trust • August 14th, 1998 • Tower Automotive Inc • Metal forgings & stampings • Delaware
GUARANTEE AGREEMENT
Guarantee Agreement • August 14th, 1998 • Tower Automotive Inc • Metal forgings & stampings • Illinois
FIRST AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT
Revolving Credit, Term Loan and Guaranty Agreement • March 30th, 2007 • Tower Automotive Inc • Metal forgings & stampings • New York
RECITALS:
Third Amendment • June 18th, 2003 • Tower Automotive Inc • Metal forgings & stampings • New York
JUNIOR CONVERTIBLE SUBORDINATED INDENTURE DATED AS OF JUNE 9, 1998 6 3/4% CONVERTIBLE SUBORDINATED DEBENTURES
Junior Convertible Subordinated Indenture • August 14th, 1998 • Tower Automotive Inc • Metal forgings & stampings • Illinois
110,000,000 AGGREGATE PRINCIPAL AMOUNT TOWER AUTOMOTIVE, INC.
Resale Registration Rights Agreement • July 8th, 2004 • Tower Automotive Inc • Metal forgings & stampings • New York

RESALE REGISTRATION RIGHTS AGREEMENT, dated as of May 24, 2004, among Tower Automotive, Inc., a Delaware corporation (together with any successor entity, herein referred to as the “Company”), and J.P. Morgan Securities Inc. and Morgan Stanley & Co. Incorporated (the “Initial Purchasers”).

COMPOSITE CONFORMED VERSION REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT
Revolving Credit, Term Loan and Guaranty Agreement • July 28th, 2005 • Tower Automotive Inc • Metal forgings & stampings
1,075,000,000 AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • March 30th, 2000 • Tower Automotive Inc • Metal forgings & stampings • New York
Dated as of May 24, 2004
Convertible Senior Debentures • July 8th, 2004 • Tower Automotive Inc • Metal forgings & stampings • New York
CREDIT AGREEMENT, dated as of May 24, 2004 among R.J. TOWER CORPORATION, as the Borrower, TOWER AUTOMOTIVE, INC., as the Parent Guarantor, VARIOUS FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTIES HERETO, as the Lenders, MORGAN STANLEY SENIOR FUNDING,...
Credit Agreement • July 8th, 2004 • Tower Automotive Inc • Metal forgings & stampings • New York

THIS CREDIT AGREEMENT, dated as of May 24, 2004, is among TOWER AUTOMOTIVE, INC., a Delaware corporation (the “Parent”), R.J. TOWER CORPORATION, a Michigan corporation (the “Borrower”), the various financial institutions and other Persons from time to time parties hereto (the “Lenders”), MORGAN STANLEY SENIOR FUNDING, INC. (“Morgan Stanley”), as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders, JPMORGAN CHASE BANK (“JPMCB”), as syndication agent (in such capacity, the “Syndication Agent”), STANDARD FEDERAL BANK (“Standard Federal”), as collateral agent (in such capacity, the “Collateral Agent”) and documentation agent (in such capacity, the “Documentation Agent”), and MORGAN STANLEY and J.P. MORGAN SECURITIES INC., as Joint Lead Arrangers and Joint Book Runners (collectively, the “Lead Arrangers”), for the Lenders.

TOWER AUTOMOTIVE, INC. PURCHASE AGREEMENT
Purchase Agreement • July 8th, 2004 • Tower Automotive Inc • Metal forgings & stampings • New York

Tower Automotive, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to you, as the Initial Purchasers (the “Initial Purchasers”), $110,000,000 principal amount of its 5.75% Convertible Senior Debentures due 2024 (the “Firm Securities”). The Firm Securities will be issued pursuant to an Indenture to be dated as of May 24, 2004 (the “Indenture”) among the Company and BNY Midwest Trust Company, as trustee (the “Trustee”). The Company also proposes to issue and sell to the Initial Purchasers not more than an additional $15,000,000 principal amount of its 5.75% Convertible Senior Debentures due 2024 (the “Additional Securities”) if and to the extent that the Initial Purchasers shall have determined to exercise the right to purchase the Additional Securities granted to the Initial Purchasers in Section 1 hereof. The Firm Securities and the Additional Securities are hereinafter collectively referred to as the “Securities.” The Securities will be convertible into shares

BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION BANCAMERICA SECURITIES, INC. 231 South LaSalle Street Chicago, Illinois 60697 March 24, 1997
Senior Bank Facilities Agreement • April 10th, 1997 • Tower Automotive Inc • Metal forgings & stampings
SCHEDULE 13G JOINT FILING AGREEMENT
Joint Filing Agreement • February 14th, 2008 • Ta Delaware, Inc. • Metal forgings & stampings

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to certain shares of Common Stock of TA Delaware, Inc. and further agree that this Joint Filing Agreement shall be included as an exhibit to such joint filings.

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