STOCK OPTION AGREEMENT CECO ENVIRONMENTAL CORP.Stock Option Agreement • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip • Delaware
THIS AGREEMENT is dated and made effective as of May 25, 2005 (“Effective Date”) by and between CECO ENVIRONMENTAL CORP., a Delaware corporation (the “Company”), and ARTHUR CAPE (“Optionee”).
ContractReplacement Promissory Note • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip • Delaware
NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, (I) THE OBLIGATIONS EVIDENCED BY THIS FOURTH AMENDED AND RESTATED REPLACEMENT PROMISSORY NOTE ARE SUBORDINATED TO THE PRIOR PAYMENT IN FULL OF THE SENIOR OBLIGATIONS (AS DEFINED IN THE SUBORDINATION AGREEMENT HEREINAFTER REFERRED TO) PURSUANT TO, AND TO THE EXTENT PROVIDED IN THE SUBORDINATION AGREEMENT, DATED AS OF DECEMBER /29/, 2005 (AS AMENDED, RESTATED, SUPPLEMENTED OR MODIFIED FROM TIME TO TIME, THE “SUBORDINATION AGREEMENT”) IN FAVOR OF FIFTH THIRD BANK (TOGETHER WITH ITS SUCCESSORS AND ASSIGNS, AND THE OTHER HOLDERS, IF ANY, OF THE SENIOR OBLIGATIONS IDENTIFIED THEREIN, THE “SENIOR LENDER”) AND (II) THE RIGHTS OF THE HOLDER OF THIS NOTE HEREUNDER ARE SUBJECT TO THE LIMITATIONS AND PROVISIONS OF THE SUBORDINATION AGREEMENT. IN THE EVENT OF ANY CONFLICT BETWEEN THE TERMS OF THE SUBORDINATION AGREEMENT AND THE TERMS OF THIS FOURTH AMENDED AND RESTATED REPLACEMENT PROMISSORY NOTE, THE TERMS OF THE SUBORDINATION AGREEMENT SHALL GOVERN
FIRST AMENDMENT TO PURCHASE AGREEMENTPurchase Agreement • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip
This First Amendment to Purchase Agreement (“Amendment”) is made by and between the Kirk & Blum Manufacturing Company (“Purchaser”) and Buckley Properties Co. (“Seller”) under the following circumstances:
ContractSecond Amended and Restated Replacement Promissory Note • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip • Delaware
NEITHER THIS NOTE NOR ANY SECURITIES WHICH MAY BE ISSUED UPON THE EXERCISE OF THE WARRANTS HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR REGISTERED OR OTHERWISE QUALIFIED UNDER ANY STATE SECURITIES LAW. NEITHER THIS NOTE NOR ANY SUCH SECURITIES MAY BE SOLD OR OFFERED FOR SALE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT AND REGISTRATION OR OTHER QUALIFICATION UNDER ANY APPLICABLE STATE SECURITIES LAWS, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION OR OTHER QUALIFICATION IS NOT REQUIRED.
ContractThird Amended and Restated Replacement Promissory Note • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip • Delaware
NEITHER THIS NOTE NOR ANY SECURITIES WHICH MAY BE ISSUED UPON THE EXERCISE OF THE WARRANTS HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR REGISTERED OR OTHERWISE QUALIFIED UNDER ANY STATE SECURITIES LAW. NEITHER THIS NOTE NOR ANY SUCH SECURITIES MAY BE SOLD OR OFFERED FOR SALE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT AND REGISTRATION OR OTHER QUALIFICATION UNDER ANY APPLICABLE STATE SECURITIES LAWS, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION OR OTHER QUALIFICATION IS NOT REQUIRED.
PURCHASE AGREEMENTPurchase Agreement • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip • Ohio
THIS PURCHASE AGREEMENT (this “Agreement”) is made as of this 6th day of September, 2005 (the “Effective Date”) by and between The Kirk & Blum Manufacturing Company, whose address is 3120 Forrer Street, Cincinnati, OH 45209 (“Purchaser”), and Buckley Properties Co., whose address is 10333 Wayne Avenue, Cincinnati, Ohio 45215 (“Seller”).
SIXTH AMENDMENT TO PURCHASE AGREEMENTPurchase Agreement • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip
This Sixth Amendment to Purchase Agreement (“Amendment”) is made by and between the Kirk & Blum Manufacturing Company (“Purchaser”) and Buckley Properties Co. (“Seller”) under the following circumstances:
FOURTH AMENDMENT TO PURCHASE AGREEMENTPurchase Agreement • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip
This Fourth Amendment to Purchase Agreement (“Amendment”) is made by and between the Kirk & Blum Manufacturing Company (“Purchaser”) and Buckley Properties Co. (“Seller”) under the following circumstances:
THIRD AMENDMENT TO PURCHASE AGREEMENTPurchase Agreement • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip
This Third Amendment to Purchase Agreement (“Amendment”) is made by and between the Kirk & Blum Manufacturing Company (“Purchaser”) and Buckley Properties Co. (“Seller”) under the following circumstances:
SECOND AMENDMENT TO PURCHASE AGREEMENTPurchase Agreement • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip
This Second Amendment to Purchase Agreement (“Amendment”) is made by and between the Kirk & Blum Manufacturing Company (“Purchaser”) and Buckley Properties Co. (“Seller”) under the following circumstances:
ContractFourth Amended and Restated Replacement Promissory Note • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip • Delaware
NEITHER THIS NOTE NOR ANY SECURITIES WHICH MAY BE ISSUED UPON THE EXERCISE OF THE WARRANTS HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR REGISTERED OR OTHERWISE QUALIFIED UNDER ANY STATE SECURITIES LAW. NEITHER THIS NOTE NOR ANY SUCH SECURITIES MAY BE SOLD OR OFFERED FOR SALE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT AND REGISTRATION OR OTHER QUALIFICATION UNDER ANY APPLICABLE STATE SECURITIES LAWS, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION OR OTHER QUALIFICATION IS NOT REQUIRED.
SEVENTH AMENDMENT TO PURCHASE AGREEMENTPurchase Agreement • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip
This Seventh Amendment to Purchase Agreement (“Amendment”) is made by and between the Kirk & Blum Manufacturing Company (“Purchaser”) and Buckley Properties Co. (“Seller”) under the following circumstances:
January 9, 2006Credit Agreement • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip
FIFTH AMENDMENT TO PURCHASE AGREEMENTPurchase Agreement • March 30th, 2006 • Ceco Environmental Corp • Industrial & commercial fans & blowers & air purifing equip
This Fifth Amendment to Purchase Agreement (“Amendment”) is made by and between the Kirk & Blum Manufacturing Company (“Purchaser”) and Buckley Properties Co. (“Seller”) under the following circumstances:
