AMENDMENT TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 30th, 1997 • Andrews Group Inc /De/ • Commercial printing • New York
Page ---- ARTICLE I THE MERGER Section 1.1 The Merger................................................ A-1 Section 1.2 Effective Time of the Merger.............................. A-1 Section 1.3 Effects of the Merger........................................Merger Agreement • October 6th, 1999 • United Water Resources Inc • Water supply • New Jersey
EXHIBIT (a) THIS AGREEMENT is made the day of , 1998 BETWEEN (1) SOCIETE GENERALE, a company incorporated in France with limited liability whose UK head office is at Exchange House, Primrose Street, London EC2A 2HT (the "Bank"); (2) TERRITORIAL...Loan Agreement • February 10th, 1998 • Territorial Resources Inc • Crude petroleum & natural gas • England
1 EXHIBIT (A)(3) KEYCORP REAL ESTATE CAPITAL MARKETS, INC. 127 PUBLIC SQUARE CLEVELAND, OHIO 44114 November 3, 1997 Mr. Mark J. Deuschle Chief Financial Officer Plasti-Line, Inc. 623 East Emory Drive Knoxville, TN Re: Premises: Plasti-Line, Inc....Loan Agreement • November 5th, 1997 • Plasti Line Inc /Tn/ • Miscellaneous manufacturing industries • Ohio
RECITALSVoting Agreement • July 28th, 1998 • Celadon Group Inc • Arrangement of transportation of freight & cargo • Delaware
Re: Premises: American Sign Building 7430 Industrial Road Florence, KYLoan Agreement • November 5th, 1997 • Plasti Line Inc /Tn/ • Miscellaneous manufacturing industries • Ohio
amongTerm Loan Agreement • October 18th, 1995 • Ford Holdings Inc • Short-term business credit institutions • New York
MONTROSE OFFICE PARK LIMITED PARTNERSHIP, A MARYLAND LIMITED PARTNERSHIP MONTROSE OFFICE PARK JOINT VENTURE, A MARYLAND SINGLE PURPOSE GENERAL PARTNERSHIP AND EQUITEC VENTURE CORP. III, INC., A CALIFORNIA CORPORATIONPurchase Agreement • October 14th, 1997 • Prudential Bache Equitec Real Estate Partnership • Real estate investment trusts • New York
99.3) Exhibit C to Schedule 13D Dated November 9, 1995. STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 28th, 1995 • Hopper & Kanouff Pc • Wholesale-motor vehicles & motor vehicle parts & supplies • California
Amendment No. 1 to Loan Agreement Amendment No. 1, dated as of , 1998, to LOAN AGREEMENT (the "Original Agreement") dated as of March 19, 1998 by and between IAC Holdings Corp. (the "Borrower") and International Mezzanine Capital B.V. (the "Lender")....Loan Agreement • June 12th, 1998 • Industrial Acoustics Co Inc • General industrial machinery & equipment, nec • New York
November 22, 1998 Hudson General Corporation 111 Great Neck Road Great Neck, New York 11021 Gentlemen: Reference is hereby made to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of the date hereof, between Hudson General...Merger Agreement • December 23rd, 1998 • Hudson General Corp • Airports, flying fields & airport terminal services
Reference is hereby made to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of the date hereof, between Hudson General Corporation (the "Company") and River Acquisition Corp. (the "Merger Sub"). As of the Effective Time, subject to the satisfaction or waiver of all of the closing conditions contained in Article VII of the Merger Agreement, we hereby agree, jointly and severally, to contribute 280,000 shares of Common Stock, par value $1.00 per share ("Common Stock"), of the Company to the Merger Sub; provided, however, that the number of shares contributed to Merger Sub shall be reduced on a share by share basis for (i) any shares of Common Stock that are contributed by other investors to Merger Sub and (ii) up to 35,000 options to purchase shares of Common Stock retained by other members of the Management Group in lieu of cancellation pursuant to the Merger. Capitalized terms used but not otherwise defined herein shall have the respective meanings as cribed thereto
AGREEMENTMerger Agreement • June 12th, 1998 • Industrial Acoustics Co Inc • General industrial machinery & equipment, nec • Delaware
PROPOSED AMENDMENTS TO AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT ofLimited Partnership Agreement • October 14th, 1997 • Prudential Bache Equitec Real Estate Partnership • Real estate investment trusts
99.2) Exhibit B to Schedule 13D Dated November 9, 1995. DRAFT OF NOVEMBER 7, 1995 STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 28th, 1995 • Hopper & Kanouff Pc • Wholesale-motor vehicles & motor vehicle parts & supplies • California
RECITALSStock Option Agreement • June 12th, 1998 • Industrial Acoustics Co Inc • General industrial machinery & equipment, nec • New York
ARTICLE IStock Purchase Agreement • August 11th, 1998 • International Mezzanine Investment N V • General industrial machinery & equipment, nec • New York
1 AGREEMENT AND PLAN OF MERGER dated as of May 26, 1995, among AJK ENTERPRISES, INC., a Michigan corporation ("Parent"), AJK ACQUISITION COMPANY, a Michigan corporation and a wholly owned subsidiary of Parent ("Sub"), and H.W. KAUFMAN FINANCIAL GROUP,...Merger Agreement • September 22nd, 1995 • Ajk Enterprises Inc • Insurance agents, brokers & service • Michigan
RECITALSStock Purchase Agreement • August 11th, 1998 • Industrial Acoustics Co Inc • General industrial machinery & equipment, nec • New York
CREDIT AGREEMENT (Revolver) AMONG GLENBOROUGH PROPERTIES, L.P., A CALIFORNIA LIMITED PARTNERSHIP, AS BORROWER, AND WELLS FARGO BANK, NATIONAL ASSOCIATION, and IMPERIAL BANK, A CALIFORNIA CORPORATION, TOGETHER WITH THOSE ASSIGNEES BECOMING PARTIES...Credit Agreement • October 14th, 1997 • Prudential Bache Equitec Real Estate Partnership • Real estate investment trusts • California
LOAN AGREEMENTLoan Agreement • September 22nd, 1995 • Ajk Enterprises Inc • Insurance agents, brokers & service • Michigan
1 ANNEX II [MERRILL LYNCH LETTERHEAD] October 23, 1996 Board of Directors Syratech Corporation 175 McClellan Highway East Boston, MA 02128 Gentlemen: Syratech Corporation (the "Company"), and THL Transaction I Corporation (the "Acquiror"), a Delaware...Merger Agreement • November 27th, 1996 • Syratech Corp • Jewelry, silverware & plated ware
2101 6th Avenue North Suite 750, P.O. Box 11687 Birmingham, Alabama 35202-1687 205/250-8700Real Estate Sales Contract • November 10th, 1997 • Colonial Realty Limited Partnership • Real estate investment trusts • Florida
SUMMARY OF LOAN AGREEMENT FOR WANDEL & GOLTERMANN MANAGEMENT HOLDING GmbH The following is a loan agreement between Commerzbank AG (Filiale Reutlingen), Baden-Wurttembergische Bank AG (Filiale Reutlingen), Deutsche Bank AG (Filiale Reutlingen),...Loan Agreement • June 1st, 1998 • Wandel & Goltermann Technologies Inc • Instruments for meas & testing of electricity & elec signals
ARTICLE IStock Purchase Agreement • August 11th, 1998 • Industrial Acoustics Co Inc • General industrial machinery & equipment, nec • New York
PRELIMINARY COPIES ALLMERICA PROPERTY & CASUALTY COMPANIES, INC. INFORMATION STATEMENT NOTICE OF ACTION TAKEN WITHOUT A MEETING NOTICE OF APPRAISAL RIGHTS ---------------- ALLMERICA FINANCIAL CORPORATION PROSPECTUS This Information...Information Statement • April 1st, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • Delaware
average of the Closing Market Prices (as defined below) for the ten consecutive trading days ending on the fifth trading day prior to the Effective Time (as defined below). The "Closing Market Prices" for any trading day means the closing sales price of the AFC Common Stock as reported in the New York Stock Exchange Composite Tape (as reported by the Wall Street Journal) for that day. YOU ARE URGED TO REVIEW THIS INFORMATION STATEMENT/PROSPECTUS CAREFULLY TO DECIDE WHICH FORM OF MERGER CONSIDERATION TO ELECT OR WHETHER TO ACCEPT THE MERGER CONSIDERATION OR TO EXERCISE APPRAISAL RIGHTS. HOLDERS OF APY COMMON STOCK SHOULD NOT SEND ANY CERTIFICATES REPRESENTING APY COMMON STOCK TO APY AT THIS TIME. A LETTER OF TRANSMITTAL AND AN ELECTION FORM WILL BE MAILED AFTER THE EFFECTIVE TIME TO EACH PERSON WHO WAS A HOLDER OF OUTSTANDING APY COMMON STOCK IMMEDIATELY PRIOR TO THE EFFECTIVE TIME. APY STOCKHOLDERS SHOULD SEND CERTIFICATES REPRESENTING APY COMMON STOCK TO FIRST CHICAGO TRUST COMPANY OF
------------------------------------------------------------------------------- - AGREEMENT AND PLAN OF MERGER DATED AS OF AUGUST 26, 1995, BY AND AMONG BFMA HOLDING CORPORATION, BFMA ACQUISITION CORPORATION AND MARIETTA CORPORATION ----...Merger Agreement • December 22nd, 1995 • Marietta Corp • Services-business services, nec • New York
1 EXHIBIT (C)(3) INVESTOR PARTICIPATION AGREEMENT THIS INVESTOR PARTICIPATION AGREEMENT (this "Agreement"), dated June 13, 1999, is made by and among Fox Paine Medic Acquisition Corporation, a Texas corporation ("Purchaser") and the undersigned...Investor Participation Agreement • July 26th, 1999 • Maxxim Medical Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
January 18, 1999 Bain Capital, Inc. Two Copley Place Boston, Massachusetts 02116 Bear, Stearns & Co. Inc. 245 Park Avenue New York, New York 10167 Integrated Circuit Systems, Inc. --------------------------------- Senior Secured Credit Facilities and...Loan Commitment Letter • February 16th, 1999 • Ics Merger Corp • Semiconductors & related devices
1 ANNEX I RESTATED AGREEMENT AND PLAN OF MERGER BY AND BETWEEN THL TRANSACTION I CORP., A DELAWARE CORPORATION, AND SYRATECH CORPORATION, A DELAWARE CORPORATION, DATED NOVEMBER , 1996 EFFECTIVE AS OF OCTOBER 23, 1996 2 TABLE OF CONTENTSRestated Agreement and Plan of Merger • November 27th, 1996 • Syratech Corp • Jewelry, silverware & plated ware • Delaware
EXHIBIT C ===================================================================== =========== AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • November 18th, 1999 • Ilm Ii Senior Living Inc /Va • Real estate investment trusts • Virginia
FIRST AMENDMENT TO CREDIT AGREEMENT This First Amendment to Credit Agreement ("Amendment") is made and entered into as of November 1, 1996, by and among Glenborough Properties, L.P., a California Limited Partnership, ("Borrower") , Wells Fargo Bank,...Credit Agreement • October 14th, 1997 • Prudential Bache Equitec Real Estate Partnership • Real estate investment trusts • California
EXHIBIT C(1) GOVERNANCE AGREEMENTGovernance Agreement • October 6th, 1999 • United Water Resources Inc • Water supply • New Jersey
EXHIBIT (c)(3) DRAFT OF SUBSCRIPTION AGREEMENT This Agreement for Subscription of Common Stock ("Agreement") is entered into as of the __ day of November, 1995, by and between BOTI Holdings, Inc., a Nevada corporation ("Issuer"), and Big O Dealers...Subscription Agreement • November 28th, 1995 • Hopper & Kanouff Pc • Wholesale-motor vehicles & motor vehicle parts & supplies • Nevada
Draft of Form of Subscription Agreement This Agreement for Subscription of Common Stock ("Agreement") is entered into as of the __ day of November, 1995, by and between BOTI Holdings, Inc., a Nevada corporation ("Issuer"), and _______________...Subscription Agreement • November 28th, 1995 • Hopper & Kanouff Pc • Wholesale-motor vehicles & motor vehicle parts & supplies • Nevada
THIS AMENDMENT TO CREDIT AGREEMENT is dated as of April __, 1997 and is among GLENBOROUGH PROPERTIES, L.P., a California limited partnership ("Borrower"), WELLS FARGO BANK, NATIONAL ASSOCIATION ("Wells Fargo"), FLEET NATIONAL BANK ("Fleet") (Wells...Credit Agreement • October 14th, 1997 • Prudential Bache Equitec Real Estate Partnership • Real estate investment trusts
