RECITALSPurchase Agreement • October 15th, 1998 • Tokheim Corp • Refrigeration & service industry machinery • New York
EXHIBIT (c)(3) TOKHEIM CORPORATION SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 15th, 1998 • Tokheim Corp • Refrigeration & service industry machinery • New York
amongCredit Agreement • October 15th, 1998 • Tokheim Corp • Refrigeration & service industry machinery • Indiana
Exhibit A - Form of Note Exhibit B - RESERVED Exhibit C-1 - Opinion of Norman L. Roelke, General Counsel of the Company Exhibit C-2 - Opinion of Skadden, Arps, Slate, Meagher & Flom, LLP, Special Counsel to the Company and the Subsidiaries Exhibit D -...Note Purchase Agreement • October 15th, 1998 • Tokheim Corp • Refrigeration & service industry machinery • New York
EXHIBIT (c)(10) TOKHEIM CORPORATION REGISTRATION RIGHTS AGREEMENT -----------------------------Registration Rights Agreement • October 15th, 1998 • Tokheim Corp • Refrigeration & service industry machinery • New York
WARRANT -------Warrant Agreement • October 15th, 1998 • Tokheim Corp • Refrigeration & service industry machinery • New York
EXHIBIT (c)(4) THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS. NEITHER THIS SECURITY NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED,...Senior Subordinated Note • October 15th, 1998 • Tokheim Corp • Refrigeration & service industry machinery • New York
EXHIBIT (c)(6) THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS. NEITHER THIS SECURITY NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED,...Junior Subordinated Note • October 15th, 1998 • Tokheim Corp • Refrigeration & service industry machinery
EXHIBIT (c)(1) MASTER AGREEMENT FOR PURCHASE AND SALE OF SHARES, ASSETS AND LIABILITIES This Master Agreement (the "Agreement"), is made as of June 19, 1998, by and among - SCHLUMBERGER LIMITED, a Netherlands Antilles Corporation, acting for itself...Master Agreement for Purchase and Sale of Shares, Assets and Liabilities • October 15th, 1998 • Tokheim Corp • Refrigeration & service industry machinery
