CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT MARKED WITH “[redacted]” HAVE BEEN REDACTED IN ACCORDANCE WITH ITEM 601(b)(2)(ii) OF REGULATION S-K. TRANSACTION AGREEMENT BY AND BETWEEN TEREX CORPORATION AND DOVER CORPORATION Dated as of July 21, 2024Transaction Agreement • October 24th, 2024 • DOVER Corp • Construction, mining & materials handling machinery & equip • Delaware
WHEREAS, Seller holds, indirectly through Dover Climate & Sustainability Technologies Segment, Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Seller (the “Share Seller”), all of the Shares (as defined below), which shares constitute all of the issued and outstanding capital stock of each of The Heil Co., a Delaware corporation (“Acquired Entity 1”) and Marathon Equipment Company (Delaware), a Delaware corporation (together with Acquired Entity 1, the “Acquired Entities” and each, an “Acquired Entity”), as of the date of this Agreement;
FIRST AMENDMENT TO TRANSACTION AGREEMENTTransaction Agreement • October 24th, 2024 • DOVER Corp • Construction, mining & materials handling machinery & equip
THIS FIRST AMENDMENT TO TRANSACTION AGREEMENT (“Amendment”) is made and entered into as of October 8, 2024, by and between Dover Corporation, a Delaware corporation (“Seller”) and Terex Corporation, a Delaware corporation (“Purchaser”).
