SIXTH TERM NOTETerm Note • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
FOR VALUE RECEIVED, the undersigned, EDAC TECHNOLOGIES CORPORATION, a Wisconsin corporation, GROS-ITE INDUSTRIES, INC., APEX MACHINE TOOL COMPANY, INC., each a Connecticut corporation and each with a place of business located at 1806 Farmington Avenue, Farmington, Connecticut 06032,and EBTEC CORPORATION, a Delaware corporation, with a place of business at 120 Shoemaker Lane, Agawam, Massachusetts 01001 (collectively, the "Maker"), hereby unconditionally promises to pay to the order of TD BANK, N.A. (the “Payee” or “Bank”), or any subsequent assignee or holder (Payee and any subsequent assignee or holder being sometimes referred to as “Holder”) at the office of the Bank located at 102 West Main Street, New Britain, Connecticut 06050-0174, the principal amount of THREE MILLION SEVEN HUNDRED EIGHTY FIVE THOUSAND AND 00/100 DOLLARS ($3,785,000.00)advanced to Maker by Bank under the terms of that certain Credit Agreement dated May 27, 2009, by and between Maker and the Bank (as amended and
ENVIRONMENTAL INDEMNITY AGREEMENTEnvironmental Indemnity Agreement • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts • Connecticut
This ENVIRONMENTAL INDEMNITY AGREEMENT (the “Agreement”) is made as of this 1st day of June, 2012 from EDAC TECHNOLOGIES CORPORATION, a Wisconsin corporation, with a place of business at 1806 Farmington Avenue, Farmington, Connecticut 06032 (“Edac”), GROS-ITE INDUSTRIES, INC., a Connecticut corporation, with a place of business at 1806 Farmington Avenue, Farmington, Connecticut 06032 (“Gros-Ite”), APEX MACHINE TOOL COMPANY, INC., a Connecticut corporation, with a place of business at 1806 Farmington Avenue, Farmington, Connecticut 06032 (“Apex”) and EBTEC CORPORATION, a Delaware corporation, with a place of business at 120 Shoemaker Lane, Agawam, Massachusetts 01001 (“EBTEC”, together with Apex, Gros-Ite and Edac, collectively, the “Indemnitor”), to TD BANK, N.A., a national banking association with an office located at 102 West Main Street, New Britain, Connecticut 06050-0174 (the “Bank”).
FOURTH AMENDMENT TO CREDIT AGREEMENT AND MODIFICATION OF MORTGAGE AND JOINDERCredit Agreement • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
This FOURTH AMENDMENT TO CREDIT AGREEMENT AND MODIFICATION OF MORTGAGE AND JOINDER (the “Amendment”) is executed on June 1, 2012, by and among EDAC TECHNOLOGIES CORPORATION, a Wisconsin corporation, with a place of business at 1806 Farmington Avenue, Farmington, Connecticut 06032 (“Edac” or “Mortgagor”), GROS-ITE INDUSTRIES, INC., a Connecticut corporation, with a place of business at 1806 Farmington Avenue, Farmington, Connecticut 06032 (“Gros-Ite”), APEX MACHINE TOOL COMPANY, INC., a Connecticut corporation, with a place of business at 1806 Farmington Avenue, Farmington, Connecticut 06032 (“Apex”), and EBTEC CORPORATION, a Delaware corporation, with a place of business at 120 Shoemaker Lane, Agawam, Massachusetts 01001 (“EBTEC”, together with Apex, Gros-Ite and Edac, collectively, the “Borrower”), and TD BANK, N.A., a national banking association with an office located at 102 West Main Street, New Britain, Connecticut 06050-0174 (“Bank”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts • Connecticut
This Stock Purchase Agreement is made and entered into this 1st day of June 2012, by and among EDAC Technologies Corporation, a Wisconsin corporation (the “Buyer”), Aquasium Technology Limited, an English company (“Aquasium”), John W. Leveille, a resident of the Commonwealth of Massachusetts (“Leveille”), and Vincent A. Mammano, a resident of the State of Connecticut (“Mammano”). Aquasium, Leveille and Mammano are sometimes referred to herein collectively as the “Sellers” and each, individually, as a “Seller”. The Buyer and the Sellers are sometimes referred to herein collectively as the “Parties” and each, individually, as a “Party”.
ContractAllonge to Third Term Note • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
THIS ALLONGE TO THIRD TERM NOTE (THE “ALLONGE”) IS TO BE ATTACHED PERMANENTLY TO THE THIRD TERM NOTE DATED JULY 27, 2011 AND MADE BY EDAC TECHNOLOGIES CORPORATION, GROS-ITE INDUSTRIES, INC., AND APEX MACHINE TOOL COMPANY, INC. (collectively, the “BORROWER”) TO THE ORDER OF TD BANK, N.A. IN THE ORIGINAL PRINCIPAL AMOUNT OF FIVE MILLION ONE HUNDRED THIRTY ONE THOUSAND AND 00/100 DOLLARS ($5,131,000.00) (THE “NOTE”).
FIFTH TERM NOTEFifth Term Note • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
FOR VALUE RECEIVED, the undersigned, EDAC TECHNOLOGIES CORPORATION, a Wisconsin corporation, GROS-ITE INDUSTRIES, INC., APEX MACHINE TOOL COMPANY, INC., each a Connecticut corporation and each with a place of business located at 1806 Farmington Avenue, Farmington, Connecticut 06032,and EBTEC CORPORATION, a Delaware corporation, with a place of business at 120 Shoemaker Lane, Agawam, Massachusetts 01001 (collectively, the "Maker"), hereby unconditionally promises to pay to the order of TD BANK, N.A. (the “Payee” or “Bank”), or any subsequent assignee or holder (Payee and any subsequent assignee or holder being sometimes referred to as “Holder”) at the office of the Bank located at 102 West Main Street, New Britain, Connecticut 06050-0174, the principal amount of NINE HUNDRED THOUSAND AND 00/100 DOLLARS ($900,000.00)advanced to Maker by Bank under the terms of that certain Credit Agreement dated May 27, 2009, by and between Maker and the Bank (as amended and in effect from time to time,
ContractAllonge to Second Term Note • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
THIS ALLONGE TO SECOND TERM NOTE (THE “ALLONGE”) IS TO BE ATTACHED PERMANENTLY TO THE SECOND TERM NOTE DATED JULY 21, 2010 AND MADE BY EDAC TECHNOLOGIES CORPORATION, GROS-ITE INDUSTRIES, INC., AND APEX MACHINE TOOL COMPANY, INC. (collectively, the “BORROWER”) TO THE ORDER OF TD BANK, N.A. IN THE ORIGINAL PRINCIPAL AMOUNT OF TWO MILLION TWO HUNDRED FORTY THREE THOUSAND FOUR HUNDRED FOURTEEN AND 00/100 DOLLARS ($2,243,414.00) (THE “NOTE”).
Space Above for Recorder’s Use MORTGAGE, SECURITY AGREEMENT AND FINANCING STATEMENT FROM EBTEC CORPORATION TO TD BANK, N.A. June 1, 2012Mortgage, Security Agreement and Financing Statement • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
KNOW YE, that EBTEC CORPORATION, a Delaware corporation, with a place of business at 120 Shoemaker Lane, Agawam, Massachusetts 01001 (hereinafter called the “Borrower”), for the consideration of ONE DOLLAR ($1.00) and other good and valuable consideration received to the Borrower’s full satisfaction from TD BANK, N.A., a national banking association with an office located at 102 West Main Street, New Britain, Connecticut 06050-0174 (hereinafter called the “Bank”), does hereby give, grant, bargain, sell and confirm, with MORTGAGE COVENANTS (hereinafter referred to as the “Mortgage”), on the STATUTORY CONDITION and with the STATUTORY POWER OF SALE, with the right of entry and possession unto the said Bank, its successors and assigns forever, all of the Borrower’s right, title and interest in and to the real property and improvements thereon known as 120 Shoemaker Lane, Agawam, Massachusetts and described in more detail on Exhibit A attached hereto and made a part hereof (the “Property”),
SECURITY AGREEMENTSecurity Agreement • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts • Connecticut
This SECURITY AGREEMENT is made as of this 1st day of June, 2012 by and between TD BANK, N.A., a national banking association with an office located at 102 West Main Street, New Britain, Connecticut 06050-0174 (the “Bank” or “Secured Party”) and EBTEC CORPORATION, a Delaware corporation, with a place of business at 120 Shoemaker Lane, Agawam, Massachusetts 01001(the “Debtor”).
ENVIRONMENTAL INDEMNITY AGREEMENTEnvironmental Indemnity Agreement • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts • Connecticut
This ENVIRONMENTAL INDEMNITY AGREEMENT (the “Agreement”) is made as of this 1st day of June, 2012 from EDAC TECHNOLOGIES CORPORATION, a Wisconsin corporation, with a place of business at 1806 Farmington Avenue, Farmington, Connecticut 06032 (“Edac”), GROS-ITE INDUSTRIES, INC., a Connecticut corporation, with a place of business at 1806 Farmington Avenue, Farmington, Connecticut 06032 (“Gros-Ite”), APEX MACHINE TOOL COMPANY, INC., a Connecticut corporation, with a place of business at 1806 Farmington Avenue, Farmington, Connecticut 06032 (“Apex”) and EBTEC CORPORATION, a Delaware corporation, with a place of business at 120 Shoemaker Lane, Agawam, Massachusetts 01001 (“EBTEC”, together with Apex, Gros-Ite and Edac, collectively, the “Indemnitor”), to TD BANK, N.A., a national banking association with an office located at 102 West Main Street, New Britain, Connecticut 06050-0174 (the “Bank”).
COLLATERAL ASSIGNMENT OF LEASES, RENTALS, AND PROPERTY INCOMECollateral Assignment of Leases, Rentals, and Property Income • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts • Connecticut
This COLLATERAL ASSIGNMENT OF LEASES, RENTALS AND PROPERTY INCOME (the “Assignment”) is made as of this 1st day of June, 2012 by EDAC TECHNOLOGIES CORPORATION, a Wisconsin corporation, with a place of business at 1806 Farmington Avenue, Farmington, Connecticut 06032 (the “Borrower”), to TD BANK, N.A., a national banking association with an office located at 102 West Main Street, New Britain, Connecticut 06050-0174 (the “Bank”).
ALLONGE TO MORTGAGE NOTEAllonge to Mortgage Note • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
THIS ALLONGE TO MORTGAGE NOTE (THE “ALLONGE”) IS TO BE ATTACHED PERMANENTLY TO THE MORTGAGE NOTE DATED AS OF MAY 27, 2009 AND MADE BY EDAC TECHNOLOGIES CORPORATION, GROS-ITE INDUSTRIES, INC., AND APEX MACHINE TOOL COMPANY, INC. (collectively, the “BORROWER”) TO THE ORDER OF TD BANK, N.A. IN THE ORIGINAL PRINCIPAL AMOUNT OF TWO MILLION SIX HUNDRED FORTY THOUSAND AND 00/100 DOLLARS ($2,640,000.00) (THE “NOTE”).
ALLONGE TO FIXED ASSET NOTEAllonge to Fixed Asset Note • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
THIS ALLONGE TO FIXED ASSET NOTE (THE “ALLONGE”) IS TO BE ATTACHED PERMANENTLY TO THE FIXED ASSET NOTE DATED JULY 27, 2011 AND MADE BY EDAC TECHNOLOGIES CORPORATION, GROS-ITE INDUSTRIES, INC., AND APEX MACHINE TOOL COMPANY, INC. (collectively, the “BORROWER”) TO THE ORDER OF TD BANK, N.A. IN THE ORIGINAL PRINCIPAL AMOUNT OF FOUR MILLION SEVEN HUNDRED THOUSAND AND 00/100 DOLLARS ($4,700,000.00) (THE “NOTE”).
FOURTH TERM NOTEFourth Term Note • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
FOR VALUE RECEIVED, the undersigned, EDAC TECHNOLOGIES CORPORATION, a Wisconsin corporation, GROS-ITE INDUSTRIES, INC., APEX MACHINE TOOL COMPANY, INC., each a Connecticut corporation and each with a place of business located at 1806 Farmington Avenue, Farmington, Connecticut 06032,and EBTEC CORPORATION, a Delaware corporation, with a place of business at 120 Shoemaker Lane, Agawam, Massachusetts 01001 (collectively, the "Maker"), hereby unconditionally promises to pay to the order of TD BANK, N.A. (the “Payee” or “Bank”), or any subsequent assignee or holder (Payee and any subsequent assignee or holder being sometimes referred to as “Holder”) at the office of the Bank located at 102 West Main Street, New Britain, Connecticut 06050-0174, the principal amount of TWO MILLION ONE HUNDRED TWENTY THOUSAND AND 00/100 DOLLARS ($2,120,000.00), or such lesser amount as may have been loaned, advanced or readvanced to Maker by Bank under the terms of that certain Credit Agreement dated May 27, 20
ALLONGE TO TERM NOTEAllonge to Term Note • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
THIS ALLONGE TO TERM NOTE (THE “ALLONGE”) IS TO BE ATTACHED PERMANENTLY TO THE TERM NOTE DATED AS OF MAY 27, 2009 AND MADE BY EDAC TECHNOLOGIES CORPORATION, GROS-ITE INDUSTRIES, INC., AND APEX MACHINE TOOL COMPANY, INC. (collectively, the “BORROWER”) TO THE ORDER OF TD BANK, N.A. IN THE ORIGINAL PRINCIPAL AMOUNT OF FOUR MILLION THREE HUNDRED SIXTY THOUSAND AND 00/100 DOLLARS ($4,360,000.00) (THE “NOTE”).
OPEN-END MORTGAGE DEED AND SECURITY AGREEMENT FROM EDAC TECHNOLOGIES CORPORATION TO TD BANK, N.A. June 1, 2012Open-End Mortgage Deed and Security Agreement • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
KNOW YE, that EDAC TECHNOLOGIES CORPORATION, a Wisconsin corporation with a place of business at 1806 Farmington Avenue, Farmington, Connecticut 06032 (hereinafter called the “Borrower”), for the consideration of ONE DOLLAR ($1.00) and other good and valuable consideration received to the Borrower’s full satisfaction from TD BANK, N.A., a national banking association with an office located at 102 West Main Street, New Britain, Connecticut 06050-0174 (hereinafter called the “Bank”), does hereby give, grant, bargain, sell and confirm, with MORTGAGE COVENANTS (hereinafter referred to as the “Mortgage”), unto the Bank, its successors and assigns forever the real property and improvements thereon known as 10 New Britain Avenue, Plainville, Connecticut and described in more detail on Exhibit A attached hereto and made a part hereof (the “Property”).
ASSIGNMENT OF CONTRACTS, LICENSES AND PERMITSAssignment of Contracts, Licenses and Permits • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts
THIS ASSIGNMENT OF CONTRACTS, LICENSES AND PERMITS (this “Assignment”) is made as of the 1st day of June, 2012, by EDAC TECHNOLOGIES CORPORATION, a Wisconsin corporation with a mailing address at 1806 Farmington Avenue, Farmington, Connecticut 06032 (“Borrower”), to TD BANK, N.A., a national banking association, having an office at 102 West Main Street, New Britain, Connecticut 06050-0174 (“Bank”).
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • June 6th, 2012 • Edac Technologies Corp • Aircraft engines & engine parts • Connecticut
This Trademark Security Agreement (“Agreement”) is made this 1st day of June 2012, by EBTEC CORPORATION, a Delaware corporation, with a place of business at 120 Shoemaker Lane, Agawam, Massachusetts 01001 (“Borrower”) and delivered to TD Bank, N.A. having an address of 102 West Main Street, New Britain, Connecticut 06050-0174 (“Lender”).
