CREDIT AGREEMENTCredit Agreement • November 5th, 1999 • Knoll Inc • Miscellaneous furniture & fixtures • New York
EXHIBIT 10.5 AGREEMENTSeverance Agreement • February 22nd, 2001 • Hillenbrand Industries Inc • Miscellaneous furniture & fixtures • Indiana
FIRST AMENDMENT To CREDIT AGREEMENTCredit Agreement • August 30th, 1999 • Panolam Industries Inc • Miscellaneous furniture & fixtures • Ontario
In consideration of the performance of the Oversight Services contemplated by Section 2(a) hereof, the Company and its successors agree to pay to Carlyle an aggregate per annum fee (the "Fee") equal to One Million Dollars --- ($1,000,000), commencing...Management Agreement • December 28th, 1999 • Panolam Industries Inc • Miscellaneous furniture & fixtures • New York
SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT DATED: OCTOBER 6, 2004 $95,000,000Loan and Security Agreement • October 12th, 2004 • Falcon Products Inc /De/ • Miscellaneous furniture & fixtures • Illinois
EXHIBIT 10.27 WARRANT AGREEMENTWarrant Agreement • December 28th, 1999 • Panolam Industries Inc • Miscellaneous furniture & fixtures • Delaware
OPTION AGREEMENTOption Agreement • November 1st, 1996 • Decor Group Inc • Miscellaneous furniture & fixtures • New York
AMONGMerger Agreement • May 8th, 2000 • Dorel Industries Inc • Miscellaneous furniture & fixtures • Massachusetts
EXHIBIT 10.3 THIS SUPPLEMENTAL INDENTURE No. 3 (the "Supplemental Indenture") dated as of November 4, 1999 among Knoll, Inc., a Delaware corporation ("Knoll"), as the Company, Knoll Overseas, Inc., a Delaware corporation, and Spinneybeck Enterprises,...Supplemental Indenture • November 15th, 1999 • Knoll Inc • Miscellaneous furniture & fixtures • New York
SHARE PURCHASE AGREEMENT Made as of July 31, 1997 Between KCI EQUI-TRON INC. as Purchaser and JAMES H. ALEXANDER ELLEANOR ALEXANDER and SCOTT ALEXANDER as VendorsShare Purchase Agreement • October 29th, 1997 • Kinetic Concepts Inc /Tx/ • Miscellaneous furniture & fixtures • Ontario
1 EXHIBIT 10.1 PURCHASE AND SALE AGREEMENT This is an agreement by and between EB Subsidiary II, Inc., a Texas Corporation ("EB") and Computer Translation Systems & Support, Inc., a Texas Corporation ("CTSS"), Jerrold P. Lefler ("Lefler"), Merle Moore...Purchase and Sale Agreement • October 31st, 1997 • Ergobilt Inc • Miscellaneous furniture & fixtures • Texas
INDENTUREIndenture • July 20th, 1999 • Falcon Products Inc /De/ • Miscellaneous furniture & fixtures • New York
ERGOBILT, INC. COMMON STOCK (PAR VALUE $.01 PER SHARE)Underwriting Agreement • January 28th, 1997 • Ergobilt Inc • Miscellaneous furniture & fixtures • California
Exhibit 10.2 FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT THIS FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT (the "Amendment") is made this 1st day of March, 2000, by and between KOALA CORPORATION, a Colorado corporation ("Borrower") and U.S. BANK...Revolving Credit Agreement • March 15th, 2000 • Koala Corp /Co/ • Miscellaneous furniture & fixtures • Colorado
KNOLL, INC.Stockholders Agreement • March 30th, 2000 • Knoll Inc • Miscellaneous furniture & fixtures • New York
ASSET PURCHASE AGREEMENT This Asset Purchase Agreement ("Agreement") is made and entered into as of the 27th day of January, 1997 by and among Hydrothermic Floatation Systems, Inc., a California corporation ("Seller"), Y. Jeremy Levy ("Shareholder")...Asset Purchase Agreement • May 8th, 1997 • Kinetic Concepts Inc /Tx/ • Miscellaneous furniture & fixtures • Delaware
Decor Group, Inc. 320 Washington Street Mt. Vernon, New York 10553 UNDERWRITING AGREEMENTUnderwriting Agreement • October 18th, 1996 • Decor Group Inc • Miscellaneous furniture & fixtures • New York
EXECUTIVE EMPLOYMENT AGREEMENT PREAMBLEExecutive Employment Agreement • December 23rd, 2005 • Hillenbrand Industries Inc • Miscellaneous furniture & fixtures • Indiana
ii) any change in the time, manner or place of payment of, or in any other term of, all of the Guaranteed Obligation or any other obligations of any other person under the Transaction Agreement, or any other amendment or waiver of or any consent to...Guarantee Agreement • October 8th, 1997 • Kinetic Concepts Inc /Tx/ • Miscellaneous furniture & fixtures
2 3 After the next publication, there will be no reference to the former name in the white pages or in the yellow pages of any telephone directory. Thirty (30) days from the execution of this Settlement Agreement, the name "Congleton" may not be...Settlement Agreement • January 13th, 1997 • Ergobilt Inc • Miscellaneous furniture & fixtures • Texas
EXHIBIT 10.1 AMENDED AND RESTATED AGREEMENT AMONG SHAREHOLDERS This Amended And Restated Agreement Among Shareholders (this "Agreement"), dated as of January 26, 2005, by and among Kinetic Concepts, Inc., a Texas corporation (the "Company"), and each...Shareholder Agreement • January 27th, 2005 • Kinetic Concepts Inc /Tx/ • Miscellaneous furniture & fixtures • Delaware
EXHIBIT 10.8 TIER 1 - CEO CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (the "Agreement") is made and entered into as of _____________________ (date) by and between Hillenbrand Industries, Inc., an Indiana corporation (the "Company"),...Change in Control Agreement • December 23rd, 2005 • Hillenbrand Industries Inc • Miscellaneous furniture & fixtures • Indiana
WARRANTWarrant Agreement • May 10th, 2004 • Hillenbrand Industries Inc • Miscellaneous furniture & fixtures • Delaware
EXHIBIT E (CONSULTING AGREEMENT WITH JAY SALYER, ESQ.) 2 CONSULTING AGREEMENTConsulting Agreement • October 31st, 1997 • Sterling Worldwide Corp • Miscellaneous furniture & fixtures • Florida
FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • January 24th, 1996 • Kinetic Concepts Inc /Tx/ • Miscellaneous furniture & fixtures • New York
1 AGREEMENT OF PURCHASE AND SALE OF ASSETS by and betweenPurchase and Sale Agreement • January 24th, 1996 • Falcon Products Inc /De/ • Miscellaneous furniture & fixtures • California
INDENTUREIndenture • August 30th, 1999 • Panolam Industries Inc • Miscellaneous furniture & fixtures • New York
The Securities are being offered in connection with a leveraged recapitalization transaction involving the Company (the "Recapitalization"), pursuant to the Transaction Agreement dated as of October 2, 1997 (the "Transaction Agreement"), among Fremont...Purchase Agreement • December 19th, 1997 • Kci New Technologies Inc • Miscellaneous furniture & fixtures • New York
FALCON PRODUCTS, INC. as IssuerRegistration Rights Agreement • July 20th, 1999 • Falcon Products Inc /De/ • Miscellaneous furniture & fixtures • New York
EXHIBIT 10.1 AMENDMENT NO. 3 TO THE CREDIT AGREEMENT AND AMENDMENT NO. 1 TO THE GUARANTEE AND COLLATERAL AGREEMENT Dated as of December 21, 2004 AMENDMENT NO. 3 TO THE CREDIT AGREEMENT AND AMENDMENT NO. 1 TO THE GUARANTEE AND COLLATERAL AGREEMENT...Credit Agreement • December 23rd, 2004 • Kinetic Concepts Inc /Tx/ • Miscellaneous furniture & fixtures • New York
EXHIBIT 12 May 5, 1999 Shelby Williams Industries, Inc. 11-111 Merchandise Mart Chicago, IL 60654 Attention: Paul N. Steinfeld Chairman of the Board and Chief Executive Officer Gentlemen: Reference is made to the Agreement and Plan of Merger (the...Merger Agreement • May 12th, 1999 • Shelby Williams Industries Inc • Miscellaneous furniture & fixtures
in the event of the termination by Shelby Williams of the employment of any of them for any reason other than cause, disability, or retirement. "Cause" means (i) the breach by the Employee of the terms of his or her employment which is not cured within five (5) days following receipt of written notice, (ii) neglect of duty, (iii) gross negligence, (iv) reckless or willful misconduct, or (v) the conviction (or plea of nolo contendere) of a crime which constitutes a felony in the jurisdiction involved. "Disability" means that the Employee is unable to perform his or her duties as a result of physical or mental incapacity which continues for a period of thirteen (13) consecutive weeks or twenty-six (26) weeks in any fifty-two (52) week period. "Middle Manager" means a person who on the date of the Agreement and Plan of Merger was an Employee of Shelby Williams (other than the persons named in Section 6.13 of the Agreement), has the word manager in his or her title, and either (i) manages
WAIVER AND AMENDMENT NO. 3 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 15th, 2004 • Falcon Products Inc /De/ • Miscellaneous furniture & fixtures • Illinois
A. Subsection 1.1 of the Credit Agreement is hereby amended by adding thereto the definitions listed on Schedule A hereto, in ---------- appropriate alphabetical order. Exhibit XVIII attached hereto is hereby made ------------- a part of the Credit...Credit Agreement • May 9th, 2002 • Falcon Products Inc /De/ • Miscellaneous furniture & fixtures • New York
ARTICLE I VOTING AGREEMENT ----------------Stockholder Agreement • May 12th, 1999 • Shelby Williams Industries Inc • Miscellaneous furniture & fixtures • Delaware
ARTICLE IEmployment Agreement • March 28th, 1997 • Knoll Inc • Miscellaneous furniture & fixtures • New York
