EXHIBIT 10.4
JOINDER AGREEMENT
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This Joinder Agreement (the "Joinder") is made, executed and delivered
by the undersigned as of November 7, 1996.
WITNESSETH:
WHEREAS, a Tax Sharing Agreement has been executed and delivered as of
the 28th day of June, 1994 by and among Jordan Industries, Inc., an Illinois
corporation (the "Company"), and each other corporation which is a signatory
thereto (the "Agreement"); and
WHEREAS, it is the intention of the undersigned to become a party to the
Agreement.
NOW, THEREFORE, in consideration of the premises and other good and
valuable consideration, the receipt and adequacy of which is hereby
acknowledged, the undersigned hereby agrees as follows:
1. By execution and delivery of this Joinder, the undersigned hereby
joins the Agreement and hereby agrees to be bound by and perform all of the
covenants, promises, agreements and undertakings under the Agreement to the same
extent as if the undersigned had been an original signatory to the Agreement.
2. This Joinder shall be governed in all respects, whether as to
validity, construction, capacity, performance or otherwise, under the laws of
the State of Illinois.
[signature page follows]
IN WITNESS WHEREOF, the undersigned has executed this Joinder as of the
day and year first above written.
MOTORS AND GEARS HOLDINGS INC. MOTORS AND GEARS, INC.
By: /s/ Xxxxxxxx X. Xxxxxxx By: /s/ Xxxxxxxx X. Xxxxxxx
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Name: Xxxxxxxx X. Xxxxxxx Name: Xxxxxxxx X. Xxxxxxx
Title: Vice President Title: Vice President
MOTORS AND GEARS INDUSTRIES, INC. THE NEW IMPERIAL ELECTRIC COMPANY
By: /s/ Xxxxxxxx X. Xxxxxxx By: /s/ Xxxxxxxx X. Xxxxxxx
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Name: Xxxxxxxx X. Xxxxxxx Name: Xxxxxxxx X. Xxxxxxx
Title: Vice President Title: Vice President
THE NEW XXXXX MOTORS COMPANY NEW GEAR RESEARCH, INC.
By: /s/ Xxxxxxxx X. Xxxxxxx By: /s/ Xxxxxxxx X. Xxxxxxx
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Name: Xxxxxxxx X. Xxxxxxx Name: Xxxxxxxx X. Xxxxxxx
Title: Vice President Title: Vice President
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