CAPITAL CALL AGREEMENTCapital Call Agreement • August 19th, 2002 • Elgar Holdings Inc • Electronic components, nec • New York
CAPITAL CALL AGREEMENT (this “Agreement”), dated as of June 26, 2002, made by and among J.F. Lehman Equity Investors I, L.P. (“JFLEI”), and Ableco Finance LLC (“Ableco”) as collateral agent and administrative agent for the benefit of the various financial institutions (the “Lenders”) from time to time party to the Financing Agreement referred to below. Except as otherwise defined herein, all capitalized terms used herein and defined in the Financing Agreement are used herein as therein defined.
INTERCOMPANY SUBORDINATION AGREEMENTIntercompany Subordination Agreement • August 19th, 2002 • Elgar Holdings Inc • Electronic components, nec • New York
THIS INTERCOMPANY SUBORDINATION AGREEMENT (this “Agreement”), dated as of June 26, 2002, is made by and among ELGAR HOLDINGS, INC., a Delaware corporation (“Parent”), and ELGAR ELECTRONICS CORPORATION, a California corporation (“Borrower”; Parent and Borrower are referred to hereinafter each individually as an “Obligor”, and collectively, as the “Obligors”), in favor of ABLECO FINANCE LLC, a Delaware limited liability company, as the collateral agent for the below-defined Lender Group (in such capacity, together with its successors, if any, in such capacity, “Collateral Agent”).
SECURITY AGREEMENTSecurity Agreement • August 19th, 2002 • Elgar Holdings Inc • Electronic components, nec • New York
This SECURITY AGREEMENT (this “Agreement”), is entered into as of June 26, 2002, by and among ELGAR ELECTRONICS CORPORATION, a California corporation (“Borrower”), ELGAR HOLDINGS, INC., a Delaware corporation (“Parent”; Borrower and Parent are referred to hereinafter each individually as a “Debtor”, and individually and collectively, jointly and severally, as the “Debtors”), and ABLECO FINANCE LLC, a Delaware limited liability company, as collateral agent for the Lender Group (in such capacity, together with its successors, if any, in such capacity, “Collateral Agent”), with reference to the following:
PATENT SECURITY AGREEMENTPatent Security Agreement • August 19th, 2002 • Elgar Holdings Inc • Electronic components, nec • New York
This PATENT SECURITY AGREEMENT (this “Agreement”), dated as of June 26, 2002, is made by and between ELGAR ELECTRONICS CORPORATION, a California corporation (“Debtor) in favor of ABLECO FINANCE LLC, a Delaware limited liability company, as the collateral agent for the below-defined Lender Group (in such capacity, together with its successors, if any, in such capacity, “Collateral Agent”).
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • August 19th, 2002 • Elgar Holdings Inc • Electronic components, nec • New York
This TRADEMARK SECURITY AGREEMENT (this “Agreement”), dated as of June 26, 2002, is made by and between ELGAR ELECTRONICS CORPORATION, a California corporation (“Debtor”) in favor of ABLECO FINANCE LLC, a Delaware limited liability company (“Ableco”), as the collateral agent for the below-defined Lender Group (in such capacity, together with its successors, if any, such capacity, “Collateral Agent”).
STOCK PLEDGE AGREEMENTStock Pledge Agreement • August 19th, 2002 • Elgar Holdings Inc • Electronic components, nec • New York
This STOCK PLEDGE AGREEMENT (this “Stock Pledge Agreement”), dated as of June 26, 2002, is entered into by and among ELGAR HOLDINGS, INC., a Delaware corporation (“Parent”), and ELGAR ELECTRONICS CORPORATION, a California corporation (“Borrower”; Parent and Borrower are referred to hereinafter each individually as a “Pledgor”, and collectively, as the “Pledgors”), and ABLECO FINANCE LLC, a Delaware limited liability company, as collateral agent for the Lenders (defined below) (“Secured Party”), with reference to the following:
