MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT BY AND AMONG GLOBAL POWER EQUIPMENT GROUP INC., KOONTZ-WAGNER HOLDINGS, LLC AND HIGH STREET CAPITAL III SBIC, L.P. AS OF JULY 14, 2012Escrow Agreement • August 9th, 2012 • Global Power Equipment Group Inc. • Fabricated plate work (boiler shops) • Delaware
This Membership Interest Purchase and Sale Agreement (this “Agreement”) is made as of this 14th day of July, 2012, by and among Global Power Equipment Group Inc., a Delaware corporation (the “Buyer”), Koontz-Wagner Holdings LLC, a Delaware limited liability company (“Seller”), and solely for the purpose of Sections 7.12(b)(2) and 7.12(c) hereof, High Street Capital III SBIC, L.P., a Delaware limited partnership (“High Street”). Certain capitalized undefined terms have the meanings ascribed to them either in the specific section of this Agreement or Article 10 hereof.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 9th, 2012 • Global Power Equipment Group Inc. • Fabricated plate work (boiler shops) • New York
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Second Amendment”), dated as of July 19, 2012, is among GLOBAL POWER EQUIPMENT GROUP INC., a Delaware corporation (the “Borrower”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent for the Lenders, Swingline Lender and Issuing Lender (the “Administrative Agent”), and the Lenders (as defined in the Credit Agreement defined below) signing this Second Amendment.
