PUT/CALL OPTION AGREEMENTPut/Call Option Agreement • November 3rd, 2010 • Team Inc • Services-miscellaneous repair services • Texas
This Put/Call Option Agreement (this “Agreement”) is made and entered into this 2nd day of November 2010, by and between Team, Inc., a Texas corporation (“Team”) and the shareholders listed on the signature pages hereto (each, a “Class B Stockholder” and collectively, the “Class B Stockholders”). Team and the Class B Stockholders are each referred to as a “Party” and, collectively, they are sometimes referred to as the “Parties.”
GUARANTYGuaranty • November 3rd, 2010 • Team Inc • Services-miscellaneous repair services • Texas
This GUARANTY, dated as of November 1, 2010 (this “Guaranty”), is made by Jeffrey L. Ott (“Guarantor”) for the benefit of Team, Inc., a corporation organized under the Laws of Texas (“Beneficiary”).
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • November 3rd, 2010 • Team Inc • Services-miscellaneous repair services • Texas
This Membership Interest Purchase Agreement (this “Agreement”), dated November 1, 2010, is by and among Team, Inc., a Texas corporation (“Buyer”), TQ Acquisition, Inc., a newly formed Texas corporation and wholly-owned subsidiary of Buyer (“Newco”), and [NAME] (the “Seller”). Each of Buyer, Newco and Seller are sometimes referred to herein as a “Party” and, collectively, they are sometimes referred to as the “Parties”.
GUARANTYGuaranty • November 3rd, 2010 • Team Inc • Services-miscellaneous repair services • Delaware
This GUARANTY, dated as of November 2, 2010 (this “Guaranty”), is made by KG Holding, LLC, a limited liability company organized under the Laws of Delaware (“Guarantor”) for the benefit of Team, Inc., a corporation organized under the Laws of Texas (“Beneficiary”).
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among Team, Inc., TQ Acquisition, Inc., and Quest Integrity Group, LLC, John Zink Holdings, Inc., Ring Mountain Capital, LLC, Quest Integrated, Inc., Alexius Group II, LLC, Milton J. Altenberg and Todd...Membership Interest Purchase Agreement • November 3rd, 2010 • Team Inc • Services-miscellaneous repair services • Texas
This Membership Interest Purchase Agreement (this “Agreement”), dated as of November 2, 2010, is entered in by and among Team, Inc., a Texas corporation (“Buyer”), TQ Acquisition, Inc., a newly formed Texas corporation and wholly-owned subsidiary of Buyer (“Newco”), Quest Integrity Group, LLC, a Delaware limited liability company (the “Company”), and John Zink Holdings, Inc., a Texas corporation (“JZH”), Ring Mountain Capital, LLC, a California limited liability company (“Ring Mountain”), Quest Integrated, Inc., a Washington corporation (“Qi2”), Alexius Group II, LLC, a Delaware limited liability company (“Alexius”), Milton J. Altenberg (“Altenberg”) and Todd Katz (“Katz” and together with Ring Mountain, Qi2, Alexius and Altenberg, the “Company Members”). JZH and each Company Member are referred to herein individually as “Seller” and collectively as “Sellers” and, together with the Company, the “Seller Parties”). For the avoidance of doubt, the term “Company Members” shall not include
