AMENDMENT TO AGREEMENT AND PLAN OF MERGER AMENDMENT TO AGREEMENT AND PLAN OF MERGER, dated as of October 21, 1998 ("Amendment"), by and among Arrow Electronics, Inc., a New York corporation ("Parent"), Lear Acquisition Corp., a Delaware corporation...Agreement and Plan of Merger • March 31st, 1999 • Arrow Electronics Inc • Wholesale-electronic parts & equipment, nec • New York
TABLE OF CONTENTS Page Article 1 THE MERGER 1 1.1 Effective Time of the Merger 1 1.2 Closing 1 1.3 Effects of the Merger 2 1.4 Directors and Officers of the Surviving Corporation 2 1.5 Further Assurances 3 Article 2 CONVERSION OF SECURITIES 3 2.1...Agreement and Plan of Merger • March 31st, 1999 • Arrow Electronics Inc • Wholesale-electronic parts & equipment, nec • New York
FOURTH AMENDMENT TO SENIOR NOTE PURCHASE AGREEMENT Arrow Electronics, Inc. $75,000,000 8.29% Senior Secured Notes Due 2000 THIS FOURTH AMENDMENT (the "Amendment") to those several Senior Note Purchase Agreements each dated as of December 29, 1992, as...Fourth • March 31st, 1999 • Arrow Electronics Inc • Wholesale-electronic parts & equipment, nec • New York
TABLE OF CONTENTS Page 1. Purchase and Sale of the Business 1 (a) Assets Transferred 1 (b) Excluded Assets 4 (c) Assumed Liabilities 5 (d) Retained Liabilities 7 2. Purchase Price 9 (a) Calculation of Purchase Price 9 (b) Closing Payments 9 (c)...Agreement of Purchase • March 31st, 1999 • Arrow Electronics Inc • Wholesale-electronic parts & equipment, nec • New York
