SECOND AMENDED AND RESTATED CLOSE CORPORATION AGREEMENT Dated: October 4, 2004 By and Among the Following: BRC Properties Inc. (fka The Borror Corporation); Douglas G. Borror, Trustee of the Douglas G. Borror Revocable Trust u/a dated June 18, 2001;...Close Corporation Agreement • January 12th, 2007 • BRC Properties Inc • Operative builders • Ohio
THIS SECOND AMENDED AND RESTATED CLOSE CORPORATION AGREEMENT as amended from time to time (“Agreement”), is made to be effective as of the 4th day of October, 2004, by and among BRC Properties Inc. (fka The Borror Corporation), an Ohio corporation (“Corporation”), Douglas G. Borror, as trustee of the Douglas G. Borror Revocable Trust u/a dated June 18, 2001 (the “Douglas Trust”), David S. Borror (“David”), David S. Borror, as trustee (“S Trustee”) under the 1987 Irrevocable Qualified Subchapter S Corporation (“S Trust”) and Terry E. George (“George”), said individuals sometimes hereinafter referred to singularly as “Shareholder” and collectively as “Shareholders”. This Agreement also is acknowledged by Donald A. Borror (“Donald”), Joanne W. Borror (“Joanne”), Douglas G. Borror (“Douglas”) and Donna Borror Myers (“Donna”).
VOTING AGREEMENT December 29, 2006Voting Agreement • January 12th, 2007 • BRC Properties Inc • Operative builders • Ohio
This letter agreement is being entered into among and between BRC Properties, Inc. (the “Key Shareholder”), the Company, the Original Term B Lenders (as defined in the Credit Agreement) and the Purchasers and delivered in connection with the Credit Agreement and the Warrant Purchase Agreement and is intended to supplement the Credit Agreement and the Warrant Purchase Agreement with respect to the subject matter contained herein (but not otherwise). Capitalized terms used but not defined herein shall have the meanings assigned thereto in the Warrant Purchase Agreement or the Credit Agreement, as applicable.
