INDEMNIFICATION AGREEMENTIndemnification Agreement • April 26th, 2017 • A.S.V., LLC • Construction machinery & equip • Delaware
This Indemnification Agreement (this “Agreement”), dated as this day of , 2017 is made by and between ASV Holdings, Inc., a Delaware corporation (the “Corporation”) and (the “Indemnitee”).
ASV HOLDINGS, INC. UNDERWRITING AGREEMENT [ ] Shares of Common StockUnderwriting Agreement • April 26th, 2017 • A.S.V., LLC • Construction machinery & equip • New York
ASV Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as representative (the “Representative”), an aggregate of [ ] authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.001 per share (the “Common Stock”), of the Company and the stockholder of the Company listed on Schedule II hereto (the “Selling Secondary Shares Stockholder”) hereby agrees to sell an aggregate of up to [ ] shares of Common Stock (the “Secondary Shares”) in the amounts set forth opposite its name on Schedule II. The stockholder of the Company listed on Schedule II hereto (the “Selling Option Shares Stockholder” and, together with the Selling Secondary Shares Stockholder, the “Selling Stockholders”) also proposes to sell to the Underwriters, upon the terms and condition
PLAN OF CONVERSIONPlan of Conversion • April 26th, 2017 • A.S.V., LLC • Construction machinery & equip • Delaware
AGREEMENT REGARDING WINDDOWN AND TERMINATION OF DISTRIBUTION AND CROSS MARKETING AGREEMENT AND SERVICES AGREEMENTAgreement Regarding Winddown and Termination of Distribution • April 26th, 2017 • A.S.V., LLC • Construction machinery & equip • New York
This Winddown and Termination of Distribution and Cross Marketing Agreement and Services Agreement (this “Agreement”) is made effective as of the 27th day of March, 2017, by and among Manitex International, Inc., a Michigan corporation and its successors and assigns (“Manitex”), Terex Corporation, a Delaware corporation and its successors and assigns (“Terex”) and A.S.V., LLC, a Minnesota limited liability company and its successors and assigns (“ASV”).
FIRST AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT AND CONSENTSecurity Agreement and Consent • April 26th, 2017 • A.S.V., LLC • Construction machinery & equip
This FIRST AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT AND CONSENT (this “First Amendment”) is entered into as of April 25, 2017, by and among A.S.V., LLC, a limited liability company formed under the laws of the State of Minnesota (“ASV”, together with each Person joined hereto as a borrower from time to time, collectively, the “Borrowers” and each a “Borrower”; the Borrowers together with the Guarantors, collectively the “Loan Parties” and each a “Loan Party”), the Permitted Holders (the Permitted Holders together with the Loan Parties, collectively, the “Obligors” and each an “Obligor”), the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and each individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as Administrative Agent for Lenders (PNC, in such capacity, the “Administrative Agent”) with respect to the following:
