UNDERWRITING AGREEMENTUnderwriting Agreement • February 11th, 2005 • Ready Mix, Inc. • New York
Ready Mix, Inc., a Nevada corporation (the "Company"), proposes to issue and sell to the underwriters named in Exhibit A annexed hereto (the "Underwriters"), for whom you are acting as representative, an aggregate of 1,000,000 shares (the "Firm Shares") of Common Stock, no par value (the "Common Stock"), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 150,000 shares of Common Stock (the "Additional Shares"). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the "Shares." The Shares are described in the Prospectus which is referred to below. Meadow Valley Corporation (the "Parent") currently owns 100% of the outstanding capital stock of the Company and is a party to this Underwriting Agreement for purposes of the Representations and Warranties contained in Section 3 below, the Covenants contained in S
Ready Mix, Inc. 1,000,000 Shares AGREEMENT AMONG UNDERWRITERSUnderwriting Agreement • February 11th, 2005 • Ready Mix, Inc.
HD Brous & Co., Inc. 40 Cuttermill Road Great Neck, NY 11021 (As Representative of the Underwriters named in Schedule I to the Underwriting Agreement) , 2005
EMPLOYMENT AGREEMENTEmployment Agreement • February 11th, 2005 • Ready Mix, Inc. • Arizona
THIS EMPLOYMENT AGREEMENT is entered into as of the 1st day of February 2005, by and between Ready Mix, Inc., a Nevada corporation (the "Employer"), and Robert R. Morris (the "Employee").
OFFICE LEASE AGREEMENT By and Between KOLL BREN FUND V, L.P. "LANDLORD" And READY MIX, INC. "TENANT"Office Lease Agreement • February 11th, 2005 • Ready Mix, Inc. • Arizona
DEATH, OR PERSONAL INJURY WAS CAUSED SOLELY OR IN PART BY LANDLORD'S NEGLIGENCE, BUT NOT TO THE EXTENT CAUSED BY THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF LANDLORD. Any such occupancy or performance in the Relocation Space shall be in accordance with the provisions governing Alterations in the Lease, and shall be subject to Tenant providing to Landlord satisfactory evidence of insurance for personal injury and property damage related to such installations and satisfactory payment arrangements with respect to installations permitted hereunder. Delay in putting Tenant in possession of the Relocation Space shall not serve to extend the term of this First Amendment or to make Landlord liable for any damages arising therefrom.
Tax Sharing AgreementTax Sharing Agreement • February 11th, 2005 • Ready Mix, Inc.
This Agreement by and between Meadow Valley Corporation ("Parent"), a Nevada corporation and Ready Mix, Inc. ("RMI"), a Nevada corporation, is entered into this 3rd day of January of 2005 and is effective as of January 1, 2004.
DECORATIVE ROCK LEASE AGREEMENTLease Agreement • February 11th, 2005 • Ready Mix, Inc. • Nevada
THIS LEASE AGREEMENT is made and entered into as of the 20th day of April, 2001, by and between The Lewis Family Trust (the "Lessor"), and Ready Mix, Inc., an Nevada corporation (the "Lessee").
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • February 11th, 2005 • Ready Mix, Inc. • Nevada
AGREEMENT dated this 1st day of February, 2005 between Ready Mix, Inc., a Nevada corporation (the "Owner"), and Meadow Valley Corporation, a Nevada corporation (the "Managing Agent").
QuickLinks -- Click here to rapidly navigate through this documentWarrant Agreement • February 11th, 2005 • Ready Mix, Inc.
THIS WARRANT MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED PRIOR TO , 2006. THE REGISTERED HOLDER OF THIS WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS WARRANT PRIOR TO THAT DATE OTHER THAN TO AN OFFICER OR PARTNER OF SUCH HOLDER.
Loan AgreementLoan Agreement • February 11th, 2005 • Ready Mix, Inc.
This Agreement by and between Meadow Valley Corporation ("Parent"), a Nevada corporation and Ready Mix, Inc. ("RMI"), a Nevada corporation, is entered into this 3rd day of January of 2005 and is effective as of January 1, 2004.
AGREEMENTLease Agreement • February 11th, 2005 • Ready Mix, Inc. • Arizona
This Agreement is made as of this 30th day of May, 2000 by and between Sun State Rock & Materials Corp., an Arizona corporation, hereinafter referred to as "Sun State," and Ready Mix, Inc., a Nevada corporation, hereinafter referred to as "Ready Mix."
GROUND LEASEGround Lease • February 11th, 2005 • Ready Mix, Inc. • Nevada
BEING A PORTION OF THE EAST HALF (E 1/2) OF SECTION 11, TOWNSHIP 22 SOUTH, RANGE 62 EAST, M.D.M., CLARK COUNTY, NEVADA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
MINERAL LEASE AGREEMENTMineral Lease Agreement • February 11th, 2005 • Ready Mix, Inc. • Nevada
THIS LEASE AGREEMENT is made and entered into as of the 1st day of March, 1999, by and between The Lewis Family Trust (the "Lessor"), and Ready Mix, Inc., an Nevada corporation (the "Lessee").
Gravel Pit Lease AgreementGravel Pit Lease Agreement • February 11th, 2005 • Ready Mix, Inc. • Arizona
This lease and mining agreement is dated Aug. 31, 2004 (the "Lease" or "Agreement"), by and between Ready Mix, Inc., a Nevada corporation ("RMI" or "Lessee" or "Party") and Rocky Mountain Mining, LLC ("Oliver" or "Lessor" or "Party").
