0000041133-02-000016 Sample Contracts

SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 13th, 2002 • Gerber Scientific Inc • Special industry machinery, nec • Georgia

THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this "Second Amendment") is dated as of January 31, 2002 among GERBER SCIENTIFIC, INC. (the "Borrower"), WACHOVIA BANK, N.A., as Agent (the "Agent") and WACHOVIA BANK, N.A., FLEET NATIONAL BANK, BNP PARIBAS, JPMORGAN CHASE BANK (FORMERLY THE CHASE MANHATTAN BANK), ABN AMRO BANK N.V., CITIZENS BANK OF MASSACHUSETTS, FIRST UNION NATIONAL BANK, HARRIS TRUST AND SAVINGS BANK and MELLON BANK, N.A. (collectively, the "Banks");

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SPECIAL GRANT AGREEMENT
Special Grant Agreement • March 13th, 2002 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut

This Agreement is made as of the 7th day of December, 2001 ("Grant Date") between Gerber Scientific, Inc. (the "Company"), and George M. Gentile (the "Optionee").

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Letter Agreement • March 13th, 2002 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut

This letter agreement (this "Agreement") constitutes the entire agreement between Gerber Scientific, Inc. (the "Parent Company") and all of its affiliates and subsidiaries, including but not limited to, Gerber Scientific Products, Inc., Spandex PLC, Gerber Technology, Inc. and Gerber Coburn Optical, Inc. (collectively the "Subsidiaries" each individually a "Company" and together with the Parent Company the "Companies") and you regarding the separation of your employment relationship with the Companies.

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