PREEMPTIVE RIGHTS AGREEMENTPreemptive Rights Agreement • December 9th, 2003 • Allied Capital Corp • Wholesale-petroleum & petroleum products (no bulk stations) • New York
AGREEMENT (this “Agreement”), dated as of September 10, 1999, by and between Mercury Air Group, Inc. (the “Company”), a New York corporation, and J. H. WHITNEY MEZZANINE FUND, L.P. (“WMF”), a Delaware limited partnership.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 9th, 2003 • Allied Capital Corp • Wholesale-petroleum & petroleum products (no bulk stations) • New York
AGREEMENT (this “Agreement”), dated as of September 10, 1999, by and between MERCURY AIR GROUP, INC. (the “Company”), a New York corporation, and J. H. WHITNEY MEZZANINE FUND, L.P. (“WMF”), a Delaware limited partnership.
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • December 9th, 2003 • Allied Capital Corp • Wholesale-petroleum & petroleum products (no bulk stations)
Assignment and Assumption Agreement dated as of this 28th day of October, 2003, by and among ALLIED CAPITAL CORPORATION, a Maryland corporation (“Buyer”), J.H. WHITNEY MEZZANINE FUND, L.P., (“JWF”) and J.H. WHITNEY MEZZANINE DEBT FUND, and together with JWF, the “Sellers”). Buyer and Sellers are referred to collectively herein as the “Parties”.
FORM OF VOTING UNDERTAKINGAllied Capital Corp • December 9th, 2003 • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
THIS VOTING UNDERTAKING (this “Agreement”) is made and entered into as of October 28, 2003, between Allied Capital Corporation, a Delaware corporation (the “Acquiror”) and the undersigned stockholder (the “Stockholder”) of Mercury Air Group, Inc., a Delaware corporation (the “Seller”).
