EXHIBIT 99.2 AGREEMENT AND PLAN OF MERGERMerger Agreement • November 21st, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Delaware
GUARANTY (LONG TERM)Guaranty • August 11th, 1997 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Michigan
RECITALSContribution Agreement • December 15th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Minnesota
SECTION ONELease Agreement • December 15th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Minnesota
AMENDMENT TO NOTE AGREEMENT THIS AMENDMENT (the "Amendment"), made effective as of February 1, 2001 (the "Effective Date"), to that certain Note Agreement dated as of April 6, 1994 (as amended from time to time, the "Note Agreement"), between Ag-Chem...Note Agreement • February 20th, 2001 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Illinois
EXHIBIT 99.3 VOTING AGREEMENT VOTING AGREEMENT, dated as of November 20, 2000, by and among AGCO Corporation, a Delaware corporation ("Parent"), The Alvin E. McQuinn Revocable Trust (the "Trust"), a trust created pursuant to that certain Trust...Voting Agreement • November 21st, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Minnesota
EXHIBIT 10.21 SECURITY AGREEMENT DATED AS OF MAY 15, 2000Security Agreement • May 19th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment
Allstate Life Insurance Company Loan No. 121873 MORTGAGE NOTEMortgage Note • December 15th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment
RECITALSAssignment of Leases and Rents • December 15th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment
EXHIBIT 10.22 GUARANTOR SECURITY AGREEMENT DATED AS OF MAY 15, 2000Guarantor Security Agreement • May 19th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment
Exhibit 10.2 FIRST AMENDMENT TO SHORT TERM REVOLVING CREDIT AGREEMENT This First Amendment to Short Term Revolving Credit Agreement ("First Amendment") is dated as of January 1, 1997, and is entered into among Ag-Chem Equipment Co. Inc., a Minnesota...Short Term Revolving Credit Agreement • May 12th, 1997 • Ag-Chem Equipment Co Inc • Farm machinery & equipment
AMENDMENT NO.4 TO THIRD AMENDED AND RESTATED LONG TERM REVOLVING CREDIT AGREEMENT AND SHORT TERM REVOLVING CREDIT AGREEMENTLong Term Revolving Credit Agreement • February 20th, 2001 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Illinois
OF REDBALL, LLCMember Control Agreement • December 15th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Minnesota
ALLSTATE LIFE INSURANCE COMPANY ALLSTATE PLAZA WEST G5C 3075 SANDERS ROAD NORTHBROOK, ILLLNOIS 60062 September ____, 2000 Ag-Chem Equipment Co., Inc. 5720 Smetana Drive Minnetonka, MN 55343-9688 Re: Allstate Loan No. 121873 Brenwood I, II, III & IV...Loan Agreement • December 15th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment
RECITALS:Collateral Sharing Agreement • May 19th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Illinois
SHORT TERM REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • August 16th, 1999 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Illinois
Exhibit 10.3 LONG TERM AMENDED AND RESTATED REVOLVING NOTERevolving Note • August 11th, 1997 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Michigan
This Note is subject to, and evidences the Advances made by Bank under the Loan Agreement, to which reference is hereby made for a statement of the circumstances and terms under which all or a portion of this Note is subject to prepayment and under which its due date may be accelerated and other terms applicable to this Note. An Event of Default under the Loan Agreement constitutes a default hereunder. During the period that any amount owing on this Note is not paid in full when due (whether at stated maturity, by acceleration or otherwise), such amount shall bear interest at the Default Rate applicable to each Advance in effect from time to time or the maximum rate permitted by law, whichever is lower, for the period commencing on the due date until the same is paid in full. In addition to the foregoing, during the period that any other Event of Default has occurred and shall be continuing, the Company shall pay on demand, at the election of the Required Lenders, interest at the Defau
ALLSTATE LIFE INSURANCE COMPANY LOAN NO. 121873 ENVIRONMENTAL INDEMNITY AGREEMENT --------------------------------- THIS ENVIRONMENTAL INDENDTITY AGREEMENT (the "Agreement") is dated as of this _____ day of September, 2000, among AG-CHEM EQUIPMENT...Environmental Indemnity Agreement • December 15th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Minnesota
EXHIBIT 10.1 AG-CHEM EQUIPMENT CO., INC. LONG TERM SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • August 11th, 1997 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Michigan
EXHIBIT 10.19 WAIVER AND AMENDMENT NO. 2Long Term Revolving Credit Agreement and Short Term Revolving Credit Agreement • May 19th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Illinois
ALLSTATE LIFE INSURANCE COMPANY LOAN NO. 121873 MORTGAGE, ASSIGNMENT OF LEASES, RENTS AND CONTRACTS, SECURITY AGREEMENT AND FIXTURE FILING BETWEEN AG-CHEM EQUIPMENT CO., INC. AS MORTGAGOR, AND ALLSTATE LIFE INSURANCE COMPANY AS MORTGAGEE DATED:...Mortgage, Assignment of Leases, Rents and Contracts, Security Agreement and Fixture Filing • December 15th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment
SHORT TERM REVOLVING CREDIT AGREEMENTShort Term Revolving Credit Agreement • August 14th, 1998 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Michigan
US$45,000,000Long Term Revolving Credit Agreement • August 16th, 1999 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Illinois
Exhibit 10.4 SHORT TERM REVOLVING NOTEShort Term Revolving Note • August 11th, 1997 • Ag-Chem Equipment Co Inc • Farm machinery & equipment
This Note is subject to, and evidences the Advances made by Bank under the Loan Agreement, to which reference is hereby made for a statement of the circumstances and terms under which all or a portion of this Note is subject to prepayment and under which its due date may be accelerated and other terms applicable to this Note. An Event of Default under the Loan Agreement constitutes a default hereunder. During the period that any amount owing on this Note is not paid in full when due (whether at stated maturity, by acceleration or otherwise), such amount shall bear interest at the Default Rate applicable to each Advance in effect from time to time or the maximum rate permitted by law, whichever is lower, for the period commencing on the due date until the same is paid in full. In addition to the foregoing, during the period that any other Event of Default has occurred and shall be continuing, the Company shall pay on demand, at the election of the Required Lenders, interest at the Defau
ALLSTATE LIFE INSURANCE COMPANY LOAN NO. 121873 RECOURSE INDEMNITY AGREEMENT ---------------------------- THIS RECOURSE INDEMNITY AGREEMENT (the "Agreement") is dated as of this _____ day of September, 2000, among AG-CHEM EQUIPMENT CO., INC., a...Recourse Indemnity Agreement • December 15th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Minnesota
Exhibit 10.1 THIRD AMENDMENT TO LONG TERM AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT This Third Amendment to Long Term Amended and Restated Revolving Credit Agreement ("Third Amendment") is dated as of January 1, 1997, and is entered into among...Long Term Amended and Restated Revolving Credit Agreement • May 12th, 1997 • Ag-Chem Equipment Co Inc • Farm machinery & equipment
SIDE AGREEMENTSide Agreement • December 15th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Minnesota
EXHIBIT 10.2 SECOND AMENDMENT TO LONG TERM SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT This Second Amendment to Long Term Second Amended and Restated Revolving Credit Agreement ("Second Amendment") is dated as of July ___, 1998, and is...Long Term Second Amended and Restated Revolving Credit Agreement • August 14th, 1998 • Ag-Chem Equipment Co Inc • Farm machinery & equipment
SHORT TERM REVOLVING CREDIT AGREEMENTShort Term Revolving Credit Agreement • August 11th, 1997 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Michigan
AMMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED LONG TERM REVOLVING CREDIT AGREEMENT This WAIVER AND AMENDMENT NO. 3 to "CREDIT AGREEMENT" (as defined below), dated as of September 1, 2000 (the "Amendment"), is entered into by and among Ag-Chem...Long Term Revolving Credit Agreement • December 15th, 2000 • Ag-Chem Equipment Co Inc • Farm machinery & equipment • Illinois
