Underwriting AgreementUnderwriting Agreement • August 3rd, 2006 • Knoll Inc • Miscellaneous furniture & fixtures • New York
Certain stockholders named in Schedule III hereto (the “Selling Stockholders”) of Knoll, Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 9,200,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 1,366,362 additional shares (the “Optional Shares”) of common stock, $0.01 par value (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 3rd, 2006 • Knoll Inc • Miscellaneous furniture & fixtures • New York
This Stock Purchase Agreement, dated August 1, 2006 (the “Agreement”), is entered into by and between Warburg, Pincus Ventures, L.P., a Delaware limited partnership (the “Warburg”), and Knoll, Inc., a Delaware corporation (the “Company”).
INCREMENTAL REVOLVING LOAN ASSUMPTION AGREEMENTIncremental Revolving Loan Assumption Agreement • August 3rd, 2006 • Knoll Inc • Miscellaneous furniture & fixtures • New York
THIS INCREMENTAL REVOLVING LOAN ASSUMPTION AGREEMENT, dated as of August 1, 2006 (this “Agreement”), by and among the lenders party hereto (each a “Incremental Revolving Credit Lender” and collectively the “Incremental Revolving Credit Lenders”), KNOLL, INC., a Delaware corporation (the “Borrower”), and BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”).
INCREMENTAL TERM LOAN ASSUMPTION AGREEMENTIncremental Term Loan Assumption Agreement • August 3rd, 2006 • Knoll Inc • Miscellaneous furniture & fixtures • New York
THIS INCREMENTAL TERM LOAN ASSUMPTION AGREEMENT, dated as of August 1, 2006 (this “Agreement”), by and among the lenders party hereto (each a “Incremental Term Lender” and collectively the “Incremental Term Lenders”), KNOLL, INC., a Delaware corporation (the “Borrower”), and BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”).
