0000927016-03-002673 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • May 14th, 2003 • Benthos Inc • Miscellaneous manufacturing industries • Massachusetts

AGREEMENT effective as of January 1, 2003 (the “Effective Date”) between BENTHOS, INC., a Massachusetts corporation with a usual place of business situated at 49 Edgerton Drive, North Falmouth, Massachusetts 02556 (the “Company”) and JAMES R. KEARBEY, of 4N336 Fox Mill Boulevard, St. Charles, IL 60175 (the “Executive”).

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STANDARD FORM PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • May 14th, 2003 • Benthos Inc • Miscellaneous manufacturing industries • Massachusetts

shall be conclusively deemed to constitute Buyer’s waiver of the right to terminate this Agreement pursuant to this Section 3.

THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 14th, 2003 • Benthos Inc • Miscellaneous manufacturing industries

This Third Amendment to Credit Agreement is made as of this 29th day of January, 2003, by and between Cape Cod Bank and Trust Company, NA (“Lender”), a National Association, with offices at 2 Barlows Landing Road, Pocasset, Massachusetts 02559 and Benthos, Inc. (“Borrower”), a Massachusetts corporation with its principal place of business at 49 Edgerton Drive, North Falmouth, Massachusetts 02556.

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