PURCHASE AGREEMENT BY AND AMONG SUPERIOR TELECOM INC., SUPERIOR TELECOMMUNICATIONS INC., ESSEX INTERNATIONAL INC., ESSEX GROUP, INC., THE ALPINE GROUP, INC. AND ALPINE HOLDCO INC. DATED: October 31, 2002Purchase Agreement • December 26th, 2002 • Alpine Group Inc /De/ • Drawing & insulating of nonferrous wire • Delaware
THIS PURCHASE AGREEMENT (this "Agreement") is entered into this 31st day of October, 2002 by and among Superior TeleCom Inc., a Delaware corporation ("SUT"), Superior Telecommunications Inc., a Delaware corporation ("STI"), Essex International Inc., a Delaware corporation ("Essex International"), Essex Group, Inc., a Michigan corporation ("Essex Group" and, together with Essex International, "Essex"), The Alpine Group, Inc., a Delaware corporation ("Alpine"), and Alpine Holdco Inc., a Delaware corporation ("Buyer") and a newly-formed, wholly-owned corporate subsidiary of Alpine. SUT, STI and Essex are sometimes hereinafter referred to individually as a "Seller" and collectively as the "Sellers."
LOAN AND SECURITY AGREEMENT by and among ALPINE HOLDCO INC. DNE TECHNOLOGIES, INC. DNE MANUFACTURING AND SERVICE COMPANY and ESSEX ELECTRIC INC. as Borrowers, DNE SYSTEMS, INC. as a Credit Party, THE LENDERS THAT ARE SIGNATORIES HERETO as the Lenders,...Loan and Security Agreement • December 26th, 2002 • Alpine Group Inc /De/ • Drawing & insulating of nonferrous wire • Georgia
THIS LOAN AND SECURITY AGREEMENT (this "Agreement"), is entered into as of December 11, 2002, between and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and assigns, are referred to hereinafter each individually as a "Lender" and collectively as the "Lenders"), CONGRESS FINANCIAL CORPORATION (SOUTHERN), a Georgia corporation, as documentation agent for the Lenders ("Documentation Agent"), and FOOTHILL CAPITAL CORPORATION, a California corporation, as the arranger and administrative agent for the Lenders ("Agent"), and, on the other hand, ALPINE HOLDCO INC., a Delaware corporation ("Parent"), DNE TECHNOLOGIES, INC., a Delaware corporation ("Technologies"), DNE MANUFACTURING AND SERVICE COMPANY, a Delaware corporation ("Manufacturing"), ESSEX ELECTRIC INC., a Delaware corporation ("Electric"; Parent, Technologies, Manufacturing and Electric are referred to hereinafter each individually as a "Borrower",
