EXHIBIT 5 SUBSCRIPTION AGREEMENT AND LETTER OF INVESTMENT INTENT Nicollet Process Engineering, Inc. 420 North Fifth Street Ford Centre, Suite 1040 Minneapolis, Minnesota 55401 Ladies and Gentlemen: The undersigned (the "Subscriber") hereby subscribes...Subscription Agreement • November 13th, 1997 • Pitner Robert A • Industrial instruments for measurement, display, and control
Aggregate Purchase Price: $ ----------- * * * * * * * * SUBSCRIPTION AGREEMENT, dated as of November 7, 1997, by and among Nicollet Process Engineering, Inc., a Minnesota corporation (the "Company"), and certain investors executing counterparts of...Subscription Agreement • November 13th, 1997 • Pitner Robert A • Industrial instruments for measurement, display, and control • New York
EXHIBIT 4 SUBSCRIPTION AGREEMENT AND LETTER OF INVESTMENT INTENT Nicollet Process Engineering, Inc. 420 North Fifth Street Ford Centre, Suite 1040 Minneapolis, Minnesota 55401 Ladies and Gentlemen: The undersigned (the "Subscriber") hereby subscribes...Subscription Agreement • November 13th, 1997 • Pitner Robert A • Industrial instruments for measurement, display, and control
Exhibit 2 Mr. Pierce McNally Mr. Robert Pitner c/o Nicollet Process Engineering, Inc. 420 North Fifth Street Ford Centre, Suite 1040 Minneapolis, Minnesota 55401 Dear Gentlemen: Reference is hereby made to that certain subscription agreement (the...Pitner Robert A • November 13th, 1997 • Industrial instruments for measurement, display, and control
This letter will serve to confirm my agreement and understanding with each of you that you shall vote, or shall cause your respective Transferees (as defined below) to vote, during the Minimum Holding Period, all shares of Common Stock held by you, or your Transferees, as the case may be, to elect the Boszhardt Nominee as a member of the Board of Directors of the Company. As used herein, "Transferee" shall mean any person or entity to whom either of you, respectively, transfers or assigns any shares of Common Stock held by you; provided, however, that, if you sell shares of Common Stock in the market, in compliance with the manner of sale requirements set forth in the first sentence of paragraph (f) of Rule 144, to a person or entity that is an unaffiliated third party with respect to you, such person or entity shall not be deemed your "Transferee" and shall not be subject to the provisions of this letter agreement.
