FORM OF EMPLOYMENT AGREEMENT BETWEEN ROCKFORD CORPORATION AND Employee November 5, 2010Employment Agreement • November 18th, 2010 • Primoris Services CORP • Water, sewer, pipeline, comm & power line construction • Oregon
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of November 5, 2010, and effective as of the Closing Date (as hereinafter defined), by and among Rockford Corporation, an Oregon corporation (the “Employer”), and Employee, an individual (the “Employee”).
SUBORDINATION AGREEMENTSubordination Agreement • November 18th, 2010 • Primoris Services CORP • Water, sewer, pipeline, comm & power line construction
The undersigned is a representative of the creditor (the “Creditor”) of Primoris Services Corporation, a Delaware corporation (the “Company”) and is duly authorized to enter into this Subordination Agreement on behalf of the Creditor. In consideration of loans made or to be made, credit given or to be given, or other financial accommodations afforded or to be afforded to the Company, on such terms as may be agreed upon between THE PRIVATEBANK AND TRUST COMPANY or its successors or assigns (the “Bank”) and the Company, the Creditor agrees that all monetary obligations of the Company to the Creditor except for (i) wages earned and (ii) other payments (such as reimbursements and appropriate bonuses) to be made in the ordinary course of the Company’s business and (iii) all obligations of the Company under the Agreement and Plan of Merger by and among the Company, the undersigned and other Sellers dated effective November 12, 2010 (the “Merger Agreement”) except as evidenced by the Converti
FORM OF NONCOMPETITION AGREEMENTNoncompetition Agreement • November 18th, 2010 • Primoris Services CORP • Water, sewer, pipeline, comm & power line construction • Delaware
THIS NONCOMPETITION AGREEMENT (the “Agreement”) is made as of November 5, 2010 and effective as of the Closing Date (as defined in the Merger Agreement (as defined below)) (the “Effective Date”) by and between Primoris Services Corporation, a Delaware corporation (“Buyer”), and Employee, an individual (“Seller”).
SUBORDINATION AGREEMENTSubordination Agreement • November 18th, 2010 • Primoris Services CORP • Water, sewer, pipeline, comm & power line construction • California
THIS SUBORDINATION AGREEMENT (this “Agreement”) is entered into as of November 12, 2010 by and among Christopher S. Wallace, as Sellers’ Representative (“Junior Lender”), Primoris Services Corporation, a Delaware corporation (“Debtor”), and Michael D. Killgore, as Sellers’ Representative (“James Lender”), with reference to the following facts:
SUBORDINATION AGREEMENTSubordination Agreement • November 18th, 2010 • Primoris Services CORP • Water, sewer, pipeline, comm & power line construction
ContractSubordinated Note • November 18th, 2010 • Primoris Services CORP • Water, sewer, pipeline, comm & power line construction • California
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER, THAT SUCH REGISTRATION IS NOT REQUIRED.
SUBORDINATION AGREEMENTSubordination Agreement • November 18th, 2010 • Primoris Services CORP • Water, sewer, pipeline, comm & power line construction
