SUPPORT AGREEMENTSupport Agreement • December 21st, 2012 • National Patent Development Corp • Miscellaneous manufacturing industries • New York
THIS SUPPORT AGREEMENT (this “Agreement”), is dated as of [__], 2012, by and between National Patent Development Corporation, a Delaware corporation (“Purchaser”), Peter M. Donovan (the “Securityholders’ Representative”) and each of the individuals or entities set forth on Schedule I hereto severally and not jointly (each, a “Holder”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
NATIONAL PATENT DEVELOPMENT CORPORATION STOCK UNIT AGREEMENTStock Unit Agreement • December 21st, 2012 • National Patent Development Corp • Miscellaneous manufacturing industries • Delaware
NATIONAL PATENT DEVELOPMENT CORPORATION, a Delaware corporation (the “Company”), hereby grants to _________ (the “Grantee”), an “eligible person” under the National Patent Development Corporation 2007 Incentive Stock Plan, a copy of which is annexed hereto as Appendix A (the “Plan”), on , 2012 (the “Grant Date”), __________ Stock Units (“RSUs”), each representing the initial right to receive, on the settlement date(s) set forth herein, one share of common stock, par value $.01 per share, of the Company (the “Common Stock”), subject to the terms and conditions set forth in this Agreement (this “Agreement”).
MODIFICATION OF AMENDMENT TO SECURITY AGREEMENTModification of Amendment to Security Agreement • December 21st, 2012 • National Patent Development Corp • Miscellaneous manufacturing industries
This Modification of Amendment to Security Agreement ("Modification") is entered into as of the ____ day of March, 2005, between The Winthrop Corporation ("TWC") and Merritt Acquisitions LLC, as successor in interest to 440 Wheelers Farm Road, LLC ("Secured Party").
AGREEMENT OF LEASE between 440 WHEELERS FARM ROAD, L.L.C., Landlord, and THE WINTHROP CORPORATION, Tenant.Lease Agreement • December 21st, 2012 • National Patent Development Corp • Miscellaneous manufacturing industries • Connecticut
THIS AGREEMENT is made and entered into this day of , 1999, by and among SUBWAY SUBS, INC., a Delaware corporation (hereinafter called the "Lender"), which has an address at 325 Bic Drive, Milford, Connecticut 06460, THE WINTHROP CORPORATION, a Connecticut corporation (hereinafter called the "Tenant"), which has an address at 1000 Lafayette Street, Bridgeport, Connecticut 06604, and 440 WHEELERS FARM ROAD, L.L.C., a Delaware limited liability company (hereinafter called the "Landlord"), which has an address at 440 Wheelers Farms Road, Milford, Connecticut 06460.
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • December 21st, 2012 • National Patent Development Corp • Miscellaneous manufacturing industries • New York
This Investors’ Rights Agreement (this “Agreement”) is dated as of this [__] day of [__], 2012 and entered into by and among the individuals whose names and addresses appear from time to time on Schedule I hereto (the “Investors” and each individually, an “Investor”); and National Patent Development Corporation, a Delaware corporation (the “Parent”). Capitalized terms used herein and not otherwise defined in this Agreement shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
Milford, Connecticut 06460Lease Agreement • December 21st, 2012 • National Patent Development Corp • Miscellaneous manufacturing industries
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant, effective as of the date hereof, hereby agree to amend the Lease as follows, notwithstanding anything to the contrary contained therein:
AMENDMENT OF LEASELease Amendment • December 21st, 2012 • National Patent Development Corp • Miscellaneous manufacturing industries
WHEREAS, 440 Wheelers Farm Road, L.L.C., Landlord's predecessor-in-interest, and Tenant previously entered into a certain Agreement of Lease dated as of July 16, 1999 and a letter agreement dated as of the same date, both as amended by that letter agreement dated as of January 7, 2000, and as further amended by that Premises Relocation and Lease Amendment Agreement dated as of October 8, 2003 and the Lease Amendment Agreement dated March, 2005 (all of the aforesaid documents shall be referred to, collectively, as the "Lease") pursuant to which Landlord leased to Tenant a portion of the premises located at and known as 440 Wheelers Farms Road, Milford, Connecticut (the "Demised Premises"), which Demised Premises are particularly described in the Premises Relocation and Lease Amendment Agreement;
Milford, Connecticut 06460Lease Agreement • December 21st, 2012 • National Patent Development Corp • Miscellaneous manufacturing industries
This will confirm the agreement between Landlord and Tenant, effective as of the date hereof, to amend the Lease as follows, notwithstanding anything to the contrary contained therein:
PREMISES RELOCATION AND LEASE AMENDMENT AGREEMENTPremises Relocation and Lease Amendment Agreement • December 21st, 2012 • National Patent Development Corp • Miscellaneous manufacturing industries • Connecticut
This Premises Relocation and Lease Amendment Agreement (the "Amendment") is dated as of October 8, 2003, between 440 WHEELERS FARM ROAD, L.L.C. ("Landlord"), a Delaware limited liability company, having an address at 440 Wheelers Farms Road, Milford, Connecticut 06460, and THE WINTHROP CORPORATION ("Tenant"), a Connecticut corporation, having an address at 440 Wheelers Farms Road, Milford, Connecticut 06460.
