AMENDMENT NO. 1 TO SHAREHOLDERS AGREEMENTShareholders Agreement • October 18th, 2006 • Trimas Corp • Metal forgings & stampings • New York
AMENDMENT NO. 1 (this “Amendment”), dated as of August 31, 2006, to the SHAREHOLDERS AGREEMENT, dated as of June 6, 2002, as amended and restated as of July 19, 2002 (the “Shareholders Agreement”) by and among TRIMAS CORPORATION, a Delaware corporation (the “Company”), METALDYNE COMPANY LLC (“MCLLC”), HEARTLAND INDUSTRIAL PARTNERS, L.P. and the HEARTLAND ENTITIES identified on the signature pages thereto and the other parties identified as SHAREHOLDERS therein and listed on the signature pages thereto or identified on the signature page of any Joinder Agreement executed and delivered pursuant to the Shareholders Agreement and the parties identified on the signature pages hereto as “METALDYNE SHAREHOLDER PARTIES”. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Shareholders Agreement.
Monitoring AgreementMonitoring Agreement • October 18th, 2006 • Trimas Corp • Metal forgings & stampings • New York
ADVISORY AGREEMENT (this “Agreement”), dated as of June 6, 2002, between TriMas Corporation, a Delaware corporation (the “Company”), and Heartland Industrial Group LLC, a Delaware limited liability company (“Heartland”).
AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 18th, 2006 • Trimas Corp • Metal forgings & stampings • Delaware
AMENDMENT NO. 1 (this “Amendment”), dated as of August 31, 2006, to the STOCK PURCHASE AGREEMENT, dated as of May 17, 2002 (the “Stock Purchase Agreement “) by and among TRIMAS CORPORATION, a Delaware corporation, METALDYNE CORPORATION, a Delaware corporation, and HEARTLAND INDUSTRIAL PARTNERS, L.P. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Stock Purchase Agreement.
