EQUITY STANDSTILL AGREEMENTEquity Standstill Agreement • February 19th, 2004 • Protection One Alarm Monitoring Inc • Services-miscellaneous business services • New York
WHEREAS, pursuant to the purchase agreement dated as of December 23, 2003 (the “Purchase Agreement”), by and among POI Acquisition, LLC (“Acquisition”), Westar Industries, Inc. (“WII”) and Westar Energy, Inc., Acquisition agreed to, among other things, purchase (or cause its designee to purchase) all of WII’s rights, title and interest in the shares of common stock of POI owned by WII (such shares, the “Shares” and such transaction, the “Transaction”) and upon the consummation of the Transaction, the Equity Owner will be the record owner of the Shares;
CREDIT FACILITY STANDSTILL AGREEMENTCredit Facility Standstill Agreement • February 19th, 2004 • Protection One Alarm Monitoring Inc • Services-miscellaneous business services • New York
WHEREAS, POAM is the borrower under a Revolving Credit Agreement dated as of December 21, 1998 (as renewed, extended, modified and amended from time to time) (the “Credit Facility”), by and among Westar Industries, Inc. (“WII”), POAM, as borrower, POI, as a guarantor, and the Subsidiary Guarantor, as guarantor;
