NON-COMPETITION AGREEMENTNon-Competition Agreement • December 19th, 2003 • Quixote Corp • Plastics products, nec
THIS NON-COMPETITION AGREEMENT (“Agreement”) is dated December 10, 2003 (the “Effective Date”), by and between Vision Acquisition Corporation, a Delaware corporation (the “Company”), and Peek Holding Corporation (the “Stockholder”), Peek Corporation, a Delaware corporation (“Peek”), Peek Traffic, Inc., a Delaware corporation (“PTI”), and Peek Traffic Systems Inc., a Florida corporation (“PTSI”) (Stockholder, Peek, PTI and PTSI, together the “Peek Parties”).
ESCROW AGREEMENTEscrow Agreement • December 19th, 2003 • Quixote Corp • Plastics products, nec • Illinois
THIS ESCROW AGREEMENT (the “Agreement”) is made and entered into as of December 10, 2003, by and among Vision Acquisition Corporation, a Delaware corporation (the “Buyer”), Peek Corporation, a Delaware corporation, Peek Traffic, Inc., a Delaware corporation (“PTI”) and Peek Traffic Systems, Inc. a Florida corporation (“PTSI”, and together with PTI and Peek Corporation, “Sellers”), BNP Paribas, as security agent for the lenders (the “Security Agent”) under (i) that certain Restated Credit Agreement, dated December 20, 2000 and amended and restated on March 22, 2002 (as so amended and restated and as may be further amended, restated, supplemented or otherwise modified from time to time, the “Restated Credit Agreement”), among Peek Holding Corporation (“Peek Holding”), certain of its subsidiaries from time to time party thereto (the “Subsidiaries” and together with Peek Holding and the Sellers, the “Peek Entities”), BNP Paribas, as Facility Agent and Security Agent, and the other financia
ESCROWED SHARES REGISTRATION RIGHTS AGREEMENTEscrowed Shares Registration Rights Agreement • December 19th, 2003 • Quixote Corp • Plastics products, nec • Illinois
This ESCROWED SHARES REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into December 10, 2003 (the “Effective Date”) by and between QUIXOTE CORPORATION, a Delaware corporation (“Quixote”), and PEEK CORPORATION, a Delaware corporation (the “Stockholder”).
GUARANTYGuaranty • December 19th, 2003 • Quixote Corp • Plastics products, nec • Illinois
THIS GUARANTY (“Guaranty”) is made December 10, 2003, by Quixote Corporation, a Delaware corporation (“Guarantor”), to and for the benefit of Peek Traffic Inc., a Delaware corporation, and Peek Traffic Systems, Inc., a Florida corporation (together, “Seller”).
PERPETUAL LICENSE AGREEMENTPerpetual License Agreement • December 19th, 2003 • Quixote Corp • Plastics products, nec • Illinois
This PERPETUAL LICENSE AGREEMENT is made as of December 10, 2003 by and between Peek Traffic, Inc., a Delaware corporation and Peek Traffic Systems, Inc., a Florida corporation (together “Licensor”), and Vision Acquisition Corporation, a Delaware corporation (“Licensee”). Licensor and Licensee are sometimes referred to herein individually as a “Party” and together, as “Parties.”
STANDSTILL AGREEMENTStandstill Agreement • December 19th, 2003 • Quixote Corp • Plastics products, nec • Illinois
This Standstill Agreement dated December 10, 2003, between Quixote Corporation, a Delaware corporation (the “Company”) and Peek Corporation, a Delaware corporation (the “Stockholder”).
NON-ESCROWED SHARES REGISTRATION RIGHTS AGREEMENTNon-Escrowed Shares Registration Rights Agreement • December 19th, 2003 • Quixote Corp • Plastics products, nec • Illinois
This NON-ESCROWED SHARES REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into December 10, 2003 (the “Effective Date”) by and between QUIXOTE CORPORATION, a Delaware corporation (“Quixote”), and PEEK CORPORATION, a Delaware corporation (the “Stockholder”).
ASSET PURCHASE AGREEMENT BETWEEN VISION ACQUISITION CORPORATION (BUYER) AND PEEK TRAFFIC, INC. PEEK TRAFFIC SYSTEMS, INC. (SELLERS) Dated: December 10, 2003Asset Purchase Agreement • December 19th, 2003 • Quixote Corp • Plastics products, nec • Illinois
This ASSET PURCHASE AGREEMENT (this “Agreement”) is dated the 10th day of December, 2003, by and among Vision Acquisition Corporation, a Delaware corporation (“Buyer”), and Peek Traffic, Inc., a Delaware corporation (“PTI”) and Peek Traffic Systems, Inc., a Florida corporation (“PTSI”) (PTI and PTSI, together “Sellers”).
