0001169232-05-003597 Sample Contracts

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • July 19th, 2005 • Drew Industries Inc • Metal doors, sash, frames, moldings & trim • Indiana

AGREEMENT made this day ____ of May, 2005 by and among Lippert Components Manufacturing, Inc., a Delaware corporation, or its assignee (“Buyer”), Banks Corporation, an Indiana corporation (“Seller”) and William P. Banks and John K. Banks (collectively, the “Shareholders”).

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NON-COMPETITION AGREEMENT
Non-Competition Agreement • July 19th, 2005 • Drew Industries Inc • Metal doors, sash, frames, moldings & trim • Indiana

AGREEMENT made this ____ day of May, 2005, by and between Lippert Components Manufacturing, Inc., a Delaware corporation (the “Company”), and William P. Banks (“WPB”).

CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE
Contract for Purchase and Sale of Real Estate • July 19th, 2005 • Drew Industries Inc • Metal doors, sash, frames, moldings & trim • Indiana

THIS AGREEMENT is made and entered into effective as of May ____, 2005 by and between Banks Enterprises, Inc., an Indiana corporation (“Seller”) and Lippert Components Manufacturing, Inc., or its designee or assign (“Purchaser”) and the obligations and liabilities of Seller under this Agreement are unconditionally guaranteed by Banks Corporation (“Guarantor”). The parties hereto agree as follows:

NON-COMPETITION AGREEMENT
Non-Competition Agreement • July 19th, 2005 • Drew Industries Inc • Metal doors, sash, frames, moldings & trim • Indiana

AGREEMENT made this ____ day of May, 2005, by and between Lippert Components Manufacturing, Inc., a Delaware corporation (the “Company”), and John K. Banks (“JKB”).

Contract
Asset Purchase Agreement • July 19th, 2005 • Drew Industries Inc • Metal doors, sash, frames, moldings & trim

AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) among Lippert Components Manufacturing, Inc. (“ Buyer”), Banks Corporation (“Seller”) and William P. Banks and John J. Banks (collectively, the “Shareholders”).

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