GUARANTY AND PERFORMANCE AGREEMENTGuaranty and Performance Agreement • December 31st, 2014 • Meadowbrook Insurance Group Inc • Fire, marine & casualty insurance • Delaware
(with or without notice or lapse of time, or both) any consent, approval, authorization or permit of, or filing or registration with or notification to, any Governmental Entity, other than (i) the filing of the Certificate of Merger with the Secretary of State of the State of Michigan, (ii) the filing of a premerger notification and report form under the HSR Act and the receipt, termination or expiration, as applicable, of waivers, consents, approvals, waiting periods or agreements required under any Antitrust Laws, (iii) compliance with the applicable requirements of the Securities Act, the Exchange Act, the Hong Kong Securities and Futures Ordinance or the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited; (iv) compliance with any applicable international, federal or state securities “blue sky” Laws; and (v) where the failure to obtain such consents, approvals, authorizations or permits of, or to make such filings, registrations with or notification
GUARANTY AND PERFORMANCE AGREEMENTGuaranty and Performance Agreement • September 16th, 2013 • Atlas Management, Inc. • Ball & roller bearings • Delaware
This Guaranty, dated as of September 5, 2013 (this “Guaranty”), by Aktiebolaget SKF (the “Guarantor”) in favor of Kaydon Corporation, a Delaware corporation (the “Guaranteed Party”). Reference is hereby made to the Agreement and Plan of Merger among Atlas Management, Inc. (“Parent”), Dublin Acquisition Sub Inc., a Delaware corporation (“Acquisition Sub”), and the Guaranteed Party, dated as of the date hereof (as the same may be amended from time to time in accordance with its terms, the “Merger Agreement”). Capitalized terms used herein but not otherwise defined have the meanings ascribed to them in the Merger Agreement.
