AMENDED & RESTATED STOCK AND LIMITED PARTNERSHIP INTEREST PURCHASE AGREEMENT Dated as of December ___, 2006 by and among CHARYS HOLDING COMPANY, INC., COTTON HOLDINGS 1, INC., COTTON COMMERCIAL USA, LP, COTTON RESTORATION OF CENTRAL TEXAS, LP,Stock and Limited Partnership Interest Purchase Agreement • December 14th, 2006 • Charys Holding Co Inc • Services-personal services • Texas
SECOND AMENDMENT TO AMENDED AND RESTATED STOCK AND LIMITED PARTNERSHIP INTEREST PURCHASE AGREEMENTStock and Limited Partnership Interest Purchase Agreement • March 8th, 2007 • Charys Holding Co Inc • Services-personal services
WHEREAS, CHARYS HOLDING COMPANY, INC., a Delaware corporation (the “Purchaser”), COTTON HOLDINGS 1, INC., a Delaware corporation (“Cotton Holdings”), COTTON COMMERCIAL USA, LP, a Texas limited partnership (“Cotton Commercial”), COTTON RESTORATION OF CENTRAL TEXAS, LP, a Texas limited partnership (“Cotton Restoration”), BRYAN MICHALSKY, JAMES SCAIFE, RANDALL THOMPSON, DARYN EBRECHT and PETER BELL (collectively, the “Cotton Holdings Sellers”), BLAKE STANSELL (a/k/a Frank Blakely Stansell) and CHAD WEIGMAN (collectively, the “Cotton Commercial Sellers”), and JOHNNY SLAUGHTER and RUSSELL WHITE (collectively, the “Cotton Restoration Sellers” and, together with the Cotton Holdings Sellers and Cotton Commercial Sellers, the “Cotton Sellers”), joined therein by C&B/COTTON HOLDINGS, INC., a Delaware corporation (the “Acquisition Subsidiary”), and CROCHET & BOREL SERVICES, INC., a Texas corporation (“Crochet & Borel”), both of which are wholly owned subsidiaries of the Purchaser, for the purpose
JOINT AMENDMENT TO AMENDED AND RESTATED STOCK AND LIMITED PARTNERSHIP INTEREST PURCHASE AGREEMENT AND STOCK PURCHASE AGREEMENTStock and Limited Partnership Interest Purchase Agreement • March 8th, 2007 • Charys Holding Co Inc • Services-personal services • Texas
WHEREAS, CHARYS HOLDING COMPANY, INC., a Delaware corporation (the “Purchaser”), COTTON HOLDINGS 1, INC., a Delaware corporation (“Cotton Holdings”), COTTON COMMERCIAL USA, LP, a Texas limited partnership (“Cotton Commercial”), COTTON RESTORATION OF CENTRAL TEXAS, LP, a Texas limited partnership (“Cotton Restoration”), BRYAN MICHALSKY, JAMES SCAIFE, RANDALL THOMPSON, DARYN EBRECHT and PETER BELL (collectively, the “Cotton Holdings Sellers”), BLAKE STANSELL (a/k/a Frank Blakely Stansell) and CHAD WEIGMAN (collectively, the “Cotton Commercial Sellers”), and JOHNNY SLAUGHTER and RUSSELL WHITE (collectively, the “Cotton Restoration Sellers” and, together with the Cotton Holdings Sellers and Cotton Commercial Sellers, the “Cotton Sellers”), joined therein by C&B/COTTON HOLDINGS, INC., a Delaware corporation (the “Acquisition Subsidiary”), and CROCHET & BOREL SERVICES, INC., a Texas corporation (“Crochet & Borel”), both of which are wholly owned subsidiaries of the Purchaser, for the purpose
