Standard Contracts
EXHIBIT 10.7 Registration Rights Agreement, dated as of February 25, 1999 (the "Agreement"), between Thermatrix, Inc., a Delaware corporation (the "Company") and Wexford Management LLC a Connecticut limited liability company (the "Investor")....Registration Rights Agreement • March 12th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • New York
EXHIBIT 4.2(a) REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement, dated as of June 30, 1999 (this "Agreement"), between Thermatrix Inc., a Delaware corporation, with principal executive offices located at 308 North Peters Road, Suite...Registration Rights Agreement • August 31st, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • New York
EXHIBIT 4.4(a) THIS COMMON STOCK PURCHASE WARRANT AND THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED IN VIOLATION OF SUCH ACT, THE RULES AND REGULATIONS THEREUNDER OR...Common Stock Purchase Warrant • August 31st, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • New York
EXHIBIT 10.3Guaranty • March 12th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • New York
Amended and Restated Guaranty, dated as of February 25, 1999 (the "Guaranty"), by each of the Guarantors identified as such on the signature pages hereof (individually a "Guarantor" and collectively the "Guarantors"), for and in favor of Wexford Capital Partners II, L.P., a Delaware limited partnership, Wexford Overseas Partners I, L.P., a Cayman Islands exempted limited partnership, Wexford Special Situations 1996, L.P., a Delaware limited partnership, Wexford Special Situations 1996 Institutional, L.P., a Delaware limited partnership, Wexford Special Situations 1996 Limited, a Cayman Islands exempted company, and Wexford- Euris Special Situations 1996, L.P., a Delaware limited partnership (collectively, the "Lenders") and Wexford Management LLC, a Connecticut limited liability company, as Agent (the "Agent"). ------------------------------------------------------------
EXHIBIT 10.8Security Agreement • March 12th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • New York
AGREEMENT ---------Loan and Security Agreement • March 28th, 1997 • Thermatrix Inc • General industrial machinery & equipment, nec • California
EXHIBIT 4.1(c) SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement, dated as of June , 1999, between Thermatrix Inc., a Delaware corporation with principal executive offices located at 308 North Peters Road, Suite 100, Knoxville,...Securities Purchase Agreement • August 31st, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • New York
EXHIBIT 10.11 THERMATRIX INC. AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT TABLE OF CONTENTSLoan and Security Agreement • March 31st, 1998 • Thermatrix Inc • General industrial machinery & equipment, nec • California
EXHIBIT 10.11Stock Pledge Agreement • March 12th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • New York
by and amongMerger Agreement • January 28th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • Delaware
EXHIBIT 4.2(c) REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement, dated as of June , 1999 (this "Agreement"), between Thermatrix Inc., a Delaware corporation, with principal executive offices located at 308 North Peters Road, Suite 100,...Registration Rights Agreement • August 31st, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • California
General ReleaseGeneral Release • March 12th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec
Less: Operating Expenses THE DEBTOR IS A NON-OPERATING COMPANY Officer Compensation ------------------- Salaries & Wages - Other Employees ------------------- Total Salaries & Wages ------------------- Employee Benefits ------------------- Payroll...Debtor in Possession Operating Report • May 5th, 2000 • Thermatrix Inc • General industrial machinery & equipment, nec
5,720,585.64 New York, New York February 25, 1999 FOR VALUE RECEIVED, WAHLCO ENVIRONMENTAL SYSTEMS, INC., a Delaware corporation and THERMATRIX INC. A Delaware corporation, (hereinafter referred to as "Borrowers"), hereby jointly and severally...Loan Agreement • March 12th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec
This Note is issued pursuant to that certain Second Amended and Restated Credit Agreement dated as of February 25, 1999 among Borrowers, the Lenders named therein and the Agent, as agent (the "Credit Agreement"), and is entitled to the benefit and security of the Loan Documents provided for therein, to which reference is hereby made for a statement of all of the terms and conditions under which the loan evidenced hereby is made. All capitalized terms, unless otherwise defined herein, shall have the meanings ascribed to them in the Credit Agreement or in the Loan Documents.
AGREEMENT ---------Loan and Security Agreement • March 31st, 1998 • Thermatrix Inc • General industrial machinery & equipment, nec
Article II Amount and Terms of Credit 2.1. The Thermatrix Assumption ......................................................... 13 2.2. Wahlco Confirmation of Obligations ................................................ 13 2.3. The Loans...Credit Agreement • March 12th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • New York
1). Thermatrix Operating Account (a) Depository Name and Location First Union National Bank, 150 4th Avenue North, Nashville, TN 37219 (b) Account Number 2000002919566Interim Statement • May 5th, 2000 • Thermatrix Inc • General industrial machinery & equipment, nec
EXHIBIT 10.20 AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION STANDARD SUBLEASE (Long-form to be used with pre-1996 AIR leases) 1. Parties. This Sublease, dated, for reference purposes only, October 22, 1999, is made by and between Thermatrix Inc....Sublease Agreement • November 15th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec
EXHIBIT 10.14 STANDARD OFFICE LEASE-GROSS AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION ------------------------------------------- 1. Basic Lease Provisions ("Basic Lease Provisions")Standard Office Lease • November 12th, 1998 • Thermatrix Inc • General industrial machinery & equipment, nec
TABLE OF CONTENTS PAGE ---- ARTICLE I DEFINITIONS SECTION 1.1. Terms Defined in Credit Agreement.......................... 5Mortgage, Security Agreement, Assignment of Rents and Leases and Fixture Filing • March 12th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • New York
Exhibit 10.19Employment Agreement • November 15th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec
PURCHASE AND SERVICE AGREEMENT Between THE DOW CHEMICAL COMPANY And THERMATRIX INC.Purchase and Service Agreement • August 18th, 2000 • Thermatrix Inc • General industrial machinery & equipment, nec • Freeport
GUARANTYGuaranty • January 28th, 1999 • Thermatrix Inc • General industrial machinery & equipment, nec • New York
GUARANTY, dated as of January 13, 1999 (the "Guaranty"), by Thermatrix Inc., a Delaware corporation ("Thermatrix"), for and in favor of and Wexford Capital Partners II, L.P., a Delaware limited partnership, Wexford Overseas Partners I, L.P., a Cayman Islands exempted limited partnership, Wexford Special Situations 1996, L.P., a Delaware limited partnership, Wexford Special Situations 1996 Institutional, L.P., a Delaware limited partnership, Wexford Special Situations 1996 Limited, a Cayman Islands exempted company, and Wexford- Euris Special Situations 1996, L.P., a Delaware limited partnership (collectively, the "Lenders") and WEXFORD MANAGEMENT LLC, a Connecticut limited liability company, as Agent (the "Agent").
