CREDIT AGREEMENT Dated February 28, 2005 by and among DEVCON SECURITY HOLDINGS, INC., and DEVCON SECURITY SERVICES CORP. as Borrowers, THE LENDERS SIGNATORY HERETO FROM TIME TO TIME, as Lenders and CIT FINANCIAL USA, INC., as Agent and LenderCredit Agreement • March 1st, 2005 • Devcon International Corp • Concrete, gypsum & plaster products • New York
This CREDIT AGREEMENT (this “Agreement”), dated February 28, 2005, is by and among DEVCON SECURITY HOLDINGS, INC. (f/k/a Devcon Security Services Corp., a Florida corporation (“Holdings”), DEVCON SECURITY SERVICES CORP. (f/k/a Security Equipment Company, Inc.), a Delaware corporation (“Services” and together with Holdings, each individually a “Borrower” and individually and collectively, together with any other Borrower who becomes party hereto from time to time pursuant to Section 6.11, jointly and severally the “Borrowers” ), CIT FINANCIAL USA, INC., a Delaware corporation (in its individual capacity, “CIT”), for itself, as a Lender, and as Agent for Lenders, and the other Lenders signatory hereto from time to time.
SECURITY AGREEMENTSecurity Agreement • March 1st, 2005 • Devcon International Corp • Concrete, gypsum & plaster products • New York
This SECURITY AGREEMENT (the “Security Agreement”), is dated February 28, 2005, by and among DEVCON SECURITY SERVICES CORP., a Delaware corporation (“Services”), DEVCON SECURITY HOLDINGS, INC., a Florida Corporation (“Holdings”, and together with Services individually and collectively the “Grantors” and individually each a “Grantor”, together with such additional Grantors, who may join this Security Agreement from time to time), and CIT FINANCIAL USA, INC., a Delaware corporation (in its individual capacity, “CIT”), individually and in its capacity as Agent for Lenders (in such capacity, “Agent”).
PLEDGE AGREEMENTPledge Agreement • March 1st, 2005 • Devcon International Corp • Concrete, gypsum & plaster products • New York
This PLEDGE AGREEMENT (the “Agreement”), is dated February 28, 2005, by and between DEVCON INTERNATIONAL CORP., a Florida corporation (“Pledgor”), and CIT FINANCIAL USA, INC., a Delaware corporation, individually and in its capacity as Agent for Lenders (in such capacity, “Agent”).
PLEDGE AGREEMENTPledge Agreement • March 1st, 2005 • Devcon International Corp • Concrete, gypsum & plaster products • New York
This PLEDGE AGREEMENT (the “Agreement”), is dated February 28, 2005, by and among DEVCON SECURITY SERVICES CORP., a Delaware corporation (“Services”), DEVCON SECURITY HOLDINGS, INC., a Florida corporation (“Holdings”, and together with Services, individually and collectively the “Pledgors” and individually each a “Pledgor” together with such additional Pledgors who may join this Agreement from time to time), and CIT FINANCIAL USA, INC., a Delaware corporation, individually and in its capacity as Agent for Lenders (in such capacity, “Agent”).
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 1st, 2005 • Devcon International Corp • Concrete, gypsum & plaster products • Delaware
This Amendment No. 1 to the Asset Purchase Agreement (“Amendment”) is made this day of February, 2005, by and among Devcon Security Services Corp., a Florida corporation (“Devcon”), Starpoint, Limited Partnership, a Pennsylvania limited partnership (“Starpoint”), Cable Sentry Corporation, a Florida corporation (“Cable Sentry”), Coral Security, Inc., a Florida corporation (“Coral”), and Westview Security, Inc., a Florida corporation (“Westview”) (each of Starpoint, Cable Sentry, Coral and Westview, a “Seller” and collectively, “Sellers”) and amends that certain Asset Purchase Agreement, dated January 21, 2005 (the “Asset Purchase Agreement”), by and among Sellers, Purchaser and Adelphia Communications Corporation, a Delaware corporation (“Adelphia”). Capitalized terms used but not defined herein shall have the meanings assigned in the Asset Purchase Agreement.
