February 28, 2005Change in Control Agreement • July 14th, 2005 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
Mr. Jay Zager Senior Vice President and Chief Financial Officer Gerber Scientific, Inc. 83 Gerber Road West South Windsor, Connecticut 06074 Dear Jay:
FOURTH AMENDMENT AGREEMENTFourth Amendment Agreement • July 14th, 2005 • Gerber Scientific Inc • Special industry machinery, nec • Connecticut
FOURTH AMENDMENT AGREEMENT (this "Agreement") dated as of July 12, 2005 by and among (1) Gerber Scientific, Inc. and Gerber Scientific International, Inc. (collectively, the "Borrowers"), (2) Gerber Coburn Optical International, Inc., Spandex Limited, Spandex Benelux BV, Gerber Scientific International Ltd. (f/k/a ND Graphic Products Limited), H. Brunner GmbH, and Gerber Scientific UK Ltd., (collectively, the "Guarantors"), (3) the financial institutions party to the Credit Agreement (as defined below) as lenders (collectively, the "Lenders" and individually, a "Lender"), (4) Bank of America, N.A., successor by merger to Fleet National Bank, as issuing bank (the "Issuing Bank"), and (5) Fleet Capital Corporation, as administrative agent (the "Administrative Agent") for the Lenders with respect to a certain Credit and Security Agreement dated as of May 5, 2003 by and among the Borrowers, the Guarantors, the Lenders, the Issuing Bank and the Administrative Agent (as amended to date, the
FIFTH AMENDMENT TO FINANCING AGREEMENTFinancing Agreement • July 14th, 2005 • Gerber Scientific Inc • Special industry machinery, nec
FIFTH AMENDMENT, dated as of July 12, 2005 (this "Amendment"), to the Financing Agreement referred to below, by and among GERBER SCIENTIFIC, INC., a Connecticut corporation (the "Parent"), each subsidiary of the Parent listed as a "Borrower" on the signature pages hereto (together with the Parent, each a "Borrower" and collectively, the "Borrowers"), each subsidiary of the Parent listed as a "Guarantor" on the signature pages hereto (each a "Guarantor" and collectively, the "Guarantors"), the lenders from time to time party to the Financing Agreement referred to below (each a "Lender" and collectively, the "Lenders"), and ABLECO FINANCE LLC, a Delaware limited liability company ("Ableco"), as agent for the Lenders (in such capacity, the "Agent").
