0000899797-05-000264 Sample Contracts

Modification No. 5 Regarding Amended and Restated Loan Agreement Among Certain Lenders, HSBC Bank USA, National Association, As Agent And MOOG INC.
Loan Agreement • August 4th, 2005 • Moog Inc • Misc industrial & commercial machinery & equipment

This Modification No. 5 dated as of July 19, 2005 ("Modification") to the Amended and Restated Loan Agreement dated as of March 3, 2003, as modified by Modification Nos. 1, 2, 3 and 4 thereto dated as of August 6, 2003, March 5, 2004, December 17, 2004, and April 13, 2005 ("Agreement") is entered into by and among MOOG INC., a New York business corporation ("Moog Inc."), MOOG COMPONENTS GROUP INC., a New York business corporation ("Moog Components"), certain lenders which are currently parties to the Agreement ("Lenders"), and HSBC BANK USA, NATIONAL ASSOCIATION, as agent for the Lenders ("Agent").

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STOCK PURCHASE AGREEMENT by and among KAYDON CORPORATION KAYDON CORPORATION LIMITED KAYDON ACQUISITION IX, INC. and MOOG INC. MOOG CONTROLS LIMITED MOOG CANADA CORPORATION Dated as of July 26, 2005
Stock Purchase Agreement • August 4th, 2005 • Moog Inc • Misc industrial & commercial machinery & equipment • Delaware

Basis of Preparation: Working capital of the Companies shall be prepared based on the operations of the Companies and reflect the underlying activity of such operations.

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