CREDIT AND SECURITY AGREEMENT AMONG KEYBANK NATIONAL ASSOCIATION, as “Agent” and Those lending institutions set forth on Schedule 1 hereto as “Lenders” and B.R. JOHNSON, LLC and Each other Person which from time to time becomes a Borrower hereunder as...Credit and Security Agreement • November 8th, 2016 • Regional Brands Inc. • Services-computer programming, data processing, etc. • Ohio
This CREDIT AND SECURITY AGREEMENT (as the same may from time to time be amended, restated, supplemented or otherwise modified, this “Agreement”) is made effective as of the 1st day of November, 2016, among B.R. JOHNSON, LLC, a Delaware limited liability company (“BRJ”), each other Person which may be added as a “Borrower” hereto, subsequent to the date hereof (collectively, together with BRJ, the “Borrowers”, and each individually, a “Borrower”), certain Credit Parties (as hereinafter defined) which from time to time become party hereto, the lending institutions from time to time party hereto (collectively, “Lenders”, and individually, “Lender”), and KEYBANK NATIONAL ASSOCIATION (“KeyBank”, and in its capacity as agent for the Lenders under this Agreement, “Agent”).
ASSET PURCHASE AGREEMENT by and among B. R. JOHNSON, INC., WILLIAM A. HARFOSH, MICHAEL V. HOWARD, ANTHONY C. MINIERI and ARTHUR P. BRILLANTI as “Sellers” and B.R. JOHNSON, LLC, WILLIAM J. MAGGIO, CHARLES A. RIDER, RICHARD F. GIOIA and JUSTIN M. REICH...Asset Purchase Agreement • November 8th, 2016 • Regional Brands Inc. • Services-computer programming, data processing, etc. • New York
THIS ASSET PURCHASE AGREEMENT, dated as of November 1, 2016 (this “Agreement”), is made by and among B.R. JOHNSON, LLC, a Delaware limited liability company with an office at 591 Delaware Avenue, Buffalo, New York 14202 (the “Asset Buyer”) and WILLIAM J. MAGGIO, CHARLES A. RIDER, RICHARD F. GIOIA and JUSTIN M. REICH, each individual with an office address at 591 Delaware Avenue, Buffalo, New York 14219 (individually and collectively, the “Shares Buyer”) (collectively the Asset Buyer and the Shares Buyer hereinafter, jointly and severally, the “Buyer”), and B. R. JOHNSON, INC., a New York corporation with offices at 6960 Fly Road, East Syracuse, New York 13057 (the “Company”), WILLIAM A. HARFOSH, an individual residing at 18 Landgrove Drive, Fayetteville, New York 13066 (“Harfosh”), MICHAEL V. HOWARD, an individual residing at 45 Dwight Avenue, Clinton, New York 13323 (“Howard”), ANTHONY C. MINIERI, an individual residing at 2345 Asburn Drive, Lafayette, New York 13084 (“Minieri”), and
