NON-NEGOTIABLE SECURED PROMISSORY NOTESecured Promissory Note • February 19th, 2010 • Heartland Industrial Associates LLC • Metal forgings & stampings • New York
FOR VALUE RECEIVED, the undersigned, Heartland Industrial Partners, L.P., a Delaware limited partnership, (the “Maker”), hereby promises as of the date hereof to pay [Escrow Agent] on behalf of the Authorized Claimants of the Egleston Class and the MainStay Class (the “Payee”; capitalized terms herein having the meaning defined in the Stipulation and Agreement of Settlement unless otherwise defined herein) at [address], or at such other place as Payee may from time to time designate in writing, the principal sum of eleven million dollars ($11,000,000) together with all accrued interest on such outstanding principal, in accordance with the terms and provisions of this Promissory Note (the “Note”).
EXHIBIT A JOINT FILING AGREEMENTJoint Filing Agreement • February 19th, 2010 • Heartland Industrial Associates LLC • Metal forgings & stampings
Pursuant to Rule 13d-1(k)(1)(iii), we the undersigned agree that the Schedule 13D, to which this Joint Filing Agreement is attached as Exhibit A, is filed on behalf of each of us.
