1997A AMENDED AND RESTATED LOAN AGREEMENT By and between BT HOLDINGS, INC., BELL TECHNOLOGIES, INC., TUBE TURNS TECHNOLOGIES, INC., GROUP TECHNOLOGIES CORPORATION, METRUM-D, INC., as Borrowers GROUP FINANCIAL PARTNERS, INC., as GuarantorLoan Agreement • December 5th, 1997 • Group Technologies Corp • Printed circuit boards • Kentucky
EXHIBIT 4.1 RIGHTS AGREEMENT dated as of October 23, 2001, between SYPRIS SOLUTIONS, INC., a Delaware corporation (the "Company"), and LASALLE BANK NATIONAL ASSOCIATION, a national banking association as Rights Agent (the "Rights Agent"). The Board of...Rights Agreement • October 23rd, 2001 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • Delaware
Asset Purchase Agreement This Asset Purchase Agreement is entered into as of April 6, 2001, by and between Tube Turns Technologies, Inc., a Kentucky corporation ("Buyer"), and Dana Corporation, a Virginia corporation ("Dana"). This Agreement...Asset Purchase Agreement • July 30th, 2001 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • Ohio
RECITALCredit and Security Agreement • March 31st, 1997 • Group Technologies Corp • Printed circuit boards • Florida
UNDERWRITING AGREEMENTSypris Solutions Inc • April 29th, 2002 • Industrial instruments for measurement, display, and control • New York
LANDLORDLease Agreement • August 4th, 1998 • Sypris Solutions Inc • Printed circuit boards • Colorado
EXHIBIT 2.11 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this "Agreement") is made and entered into as of the 12th day of November, 1997, among DATATAPE INCORPORATED, a Delaware corporation ("Seller"), DELTA TANGO, INC., a Nevada...Asset Purchase Agreement • August 4th, 1998 • Sypris Solutions Inc • Printed circuit boards • California
EXHIBIT 10.1 1999 AMENDED AND RESTATED LOAN AGREEMENT By and between SYPRIS SOLUTIONS, INC. as the BorrowerLoan Agreement • February 25th, 2000 • Sypris Solutions Inc • Printed circuit boards
Notwithstanding any of the foregoing, should the Employee's employment with the Company terminate prior to the expiration of the Term of this Agreement because of the occurrence of an event described in either Section 1.4(h) or Section 1.4(i), the...Employment Agreement • August 13th, 1997 • Group Technologies Corp • Printed circuit boards • Florida
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into as of the 28th day of February, 2000, between METRUM-DATATAPE, INC, a Delaware corporation (the "Company") and G. DARRELL ROBERTSON , a new employee of the Company (the...Employment Agreement • March 2nd, 2001 • Sypris Solutions Inc • Printed circuit boards • California
REVOLVING CREDIT AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS AGENT) WITH SYPRIS SOLUTIONS, INC., SYPRIS TECHNOLOGIES, INC., SYPRIS ELECTRONICS, LLC, SYPRIS DATA SYSTEMS, INC., SYPRIS TECHNOLOGIES MARION, LLC, SYPRIS...Security Agreement • August 9th, 2011 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • Ohio
Revolving Credit and Security Agreement dated as of May 12, 2011 among SYPRIS SOLUTIONS, INC., a corporation organized under the laws of the State of Delaware (“Holdings”), SYPRIS TECHNOLOGIES, INC., a corporation organized under the laws of the State of Delaware (“Technologies”), SYPRIS ELECTRONICS, LLC, a limited liability company formed under the laws of the State of Delaware (“Electronics”), SYPRIS DATA SYSTEMS, INC., a corporation organized under the laws of the State of Delaware (“Data Systems”), SYPRIS TECHNOLOGIES MARION, LLC, a limited liability company formed under the laws of the State of Delaware (“Marion”), SYPRIS TECHNOLOGIES KENTON, INC., a corporation organized under the laws of the State of Delaware (“Kenton”), SYPRIS TECHNOLOGIES MEXICAN HOLDINGS, LLC, a limited liability company formed under the laws of the State of Delaware (“Mexican Holdings”) (Holdings, Technologies, Electronics, Data Systems, Marion, Kenton, and Mexican Holdings, each a “Borrower”, and collective
LOAN AND SECURITY AGREEMENT Dated as of October 30, 2015 Among Great Rock Capital Partners Management, LLC, as Agent, The Lenders From Time to Time Party Hereto, as Lenders, Sypris Solutions, Inc. Sypris Data Systems, Inc. Sypris Electronics, LLC...Loan and Security Agreement • November 3rd, 2015 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • New York
This Loan and Security Agreement (as it may be amended, restated or otherwise modified from time to time, this “Agreement”) is entered into as of October 30, 2015 among (1) Great Rock Capital Partners Management, LLC, as administrative agent for the Lenders (in such capacity, together with its successors and assigns, if any, in such capacity, “Agent”), (2) the lenders from time to time party hereto (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”) (3) Sypris Solutions, Inc., a Delaware corporation (“Solutions”), Sypris Data Systems, Inc., a Delaware corporation (“Systems”), Sypris Electronics, LLC, a Delaware limited liability company (“Electronics”), Sypris Technologies, Inc., a Delaware corporation (“Technologies”), Sypris Technologies International, Inc., a Delaware corporation (“International”), Sypris Technologies Kenton, Inc., a Delaware corporation (“Kenton”), Sypris Technologies Marion, LLC, a Delaware limited l
EXHIBIT 10.32 STOCK PURCHASE AND REGISTRATION RIGHTS AGREEMENT THIS STOCK PURCHASE AND REGISTRATION RIGHTS AGREEMENT ("Agreement") is made and entered into this 28th day of March, 1997, by and between GROUP FINANCIAL PARTNERS, INC., a Kentucky...Stock Purchase and Registration Rights Agreement • March 31st, 1997 • Group Technologies Corp • Printed circuit boards • Florida
LEASE AGREEMENT By and Between VIA VERDE VENTURE, LLC, a Delaware limited liability company (“Landlord”) and SYPRIS DATA SYSTEMS, INC., a Delaware corporation (“Tenant”) September 24, 2003Lease Agreement • February 12th, 2004 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • California
THIS LEASE AGREEMENT, (this “Lease”) is made and entered into as of September 24, 2003 by and between VIA VERDE VENTURE, LLC, a Delaware limited liability company (“Landlord”) and SYPRIS DATA SYSTEMS, INC., a Delaware corporation (“Tenant”).
NOW, THEREFORE, in consideration of the premises and mutual covenants hereinafter set forth and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto agree as follows: I. SPECIAL BONUS...Special Bonus Agreement • August 13th, 1997 • Group Technologies Corp • Printed circuit boards • Florida
RECITALS: ---------Agreement • March 2nd, 2001 • Sypris Solutions Inc • Printed circuit boards
ContractSypris Solutions Inc • November 17th, 2015 • Industrial instruments for measurement, display, and control • New York
THIS INSTRUMENT, AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY, ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN AMENDED AND RESTATED SUBORDINATION AGREEMENT DATED JULY 9, 2015 BETWEEN PNC BANK, NATIONAL ASSOCIATION, AS AGENT, AND MERITOR HEAVY VEHICLE SYSTEMS, LLC, AND CONSENTED TO BY THE BORROWERS DEFINED THEREIN.
3,000,000 Shares* SYPRIS SOLUTIONS, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 30th, 2004 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • New York
Sypris Solutions, Inc., a Delaware corporation (the “Company”), proposes to issue and sell 3,000,000 shares (the “Firm Shares”) of the Company’s common stock, $.01 par value per share (the “Common Stock”), to you and to the several other Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you are acting as representatives (the “Representatives”). The Company has also agreed to grant to you and the other Underwriters an option (the “Option”) to purchase up to an additional 450,000 shares of Common Stock, on the terms and for the purposes set forth in Section 1(b) (the “Option Shares”). The Firm Shares and the Option Shares are referred to collectively herein as the “Shares.”
Restricted StockRestricted Stock • August 12th, 2021 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control
Effective as of [Date] (“Grant Date”), contingent on your continued employment as of that date, the Company hereby grants to [Employee Name] certain rights to ownership of up to [# shares]_ Restricted Shares on the terms of this Award Agreement (the “Terms”), the attached Program, and the 2020 Sypris Omnibus Plan (“Plan”) as follows:
THIRD AMENDMENT TO LEASE AGREEMENTLease Agreement • March 14th, 2007 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control
THIS THIRD AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is made and entered into on this 12th day of October, 2006 (the “Effective Date”) by and between SWEETWELL INDUSTRIAL ASSOCIATES, L.P., a Delaware limited partnership (“Landlord”), and SYPRIS ELECTRONICS, LLC, a Delaware limited liability company (“Tenant”).
Non-Qualified Stock Option Award AgreementNon-Qualified Stock Option • March 30th, 2016 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control
Effective as of __[Date]__ (“Grant Date”), the Company hereby grants to _[Employee]_ an option (the “Options”) to purchase up to: [# of Shares] shares of Common Stock (each, a “Share” and collectively, the “Shares”) for $[Price] per Share until [4th Anniversary of Grant Date] (the “Expiration Date”) on the terms of this Agreement (the “Terms”) and the 2015 Sypris Omnibus Plan (as amended from time to time, the “Plan”) as follows:
Restricted StockRestricted Stock • March 30th, 2016 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control
Effective as of __[Date]__ (the “Grant Date”) contingent on your continued employment as of that date, the Company hereby grants to _[Employee Name] certain rights to ownership of up to: [#shares] Restricted Shares on the terms of this Award Agreement (the “Terms”), the attached Program, and the 2015 Sypris Omnibus Plan (as amended from time to time, the “Plan”) as follows:
EXECUTION VERSION SYPRIS SOLUTIONS, INC. THIRD AMENDMENT TO NOTE PURCHASE AGREEMENT Dated as of April 6, 2007 $7,500,000 7.25% Senior Notes, Series A, due June 30, 2009 $27,500,000 7.45% Senior Notes, Series B, due June 30, 2011 $20,000,000 7.55%...Note Purchase Agreement • April 11th, 2007 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • Illinois
SYPRIS SOLUTIONS, INC., a Delaware corporation (together with any successors and assigns, the “Company”), hereby agrees with each of you as follows:
ContractNote Purchase Agreement • May 20th, 2009 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • Illinois
* A portion of this material is confidential and has been omitted and filed separately with the Securities and Exchange Commission
SETTLEMENT AGREEMENTSettlement Agreement • November 2nd, 2007 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • Ohio
This Settlement Agreement (the “Agreement”), dated as of July 23, 2007, is made by and between, on the one hand, Dana Corporation (“DC”), Torque-Traction Manufacturing Technologies, LLC. (“TTM”) and Dana Heavy Axle Mexico, S.A. de C.V. (“DHAM”) (collectively, “Dana”); and, on the other hand, Sypris Solutions, Inc. (“SS”), Sypris Technologies, Inc. (“ST”), Sypris Technologies Marion, LLC (“STM”) and Sypris Technologies Mexico, S. de R.L. de C.V. (“STMex”) (collectively, “Sypris,” and, collectively with Dana, the “Parties”).
ContractEmployment Agreement • March 13th, 2009 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • Kentucky
Non-Qualified Stock Option Award AgreementAward Agreement • August 13th, 2020 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control
Effective as of [day/month/year] (“Grant Date”), the Company hereby grants to [Optionee Name] an option (the “Options”) to purchase up to: [# of options granted] shares of Common Stock (each, a “Share” and collectively, the “Shares”) for $ [Price] per Share until the [6th anniversary of grant date] (“Expiration Date”) on the terms of this Agreement (the “Terms”) and the 2020 Sypris Omnibus Plan (“Plan”) as follows:
SYPRIS SOLUTIONS, INC. AMENDMENT TO STOCK OPTION AGREEMENTS TO ACCELERATE VESTING PERIODS FOR CERTAIN “UNDERWATER” OPTIONSSypris Solutions Inc • January 6th, 2006 • Industrial instruments for measurement, display, and control
THIS AMENDMENT (“Amendment”) to your Stock Option Agreements is made by and between Sypris Solutions, Inc. a Delaware corporation located at 101 Bullitt Lane, Suite 450, Louisville, KY (“Company”) and the undersigned Optionee, effective as of December 31, 2005.
EXHIBIT 10.39 Group Technologies Corporation 10901 Malcolm McKinley Drive Tampa, Florida 33612 December 10, 1996 Mr. Carl P. McCormick 7802 Hidden Island Lane Tampa, Florida 33617 Dear Carl: This letter serves to confirm the terms of our agreement...Group Technologies Corp • January 24th, 1997 • Printed circuit boards
AMENDMENT TO STOCK OPTION AGREEMENTS ESTABLISHING POST-EMPLOYMENT EXERCISE PERIODS FOR CERTAIN VESTED OPTIONSSypris Solutions Inc • May 6th, 2005 • Industrial instruments for measurement, display, and control
THIS AMENDMENT (“Amendment”) to your Stock Option Agreements is made by and between Sypris Solutions, Inc. a Delaware corporation located at 101 Bullitt Lane, Suite 450, Louisville, KY (“Company”) and the undersigned Optionee (“you” or “your”), effective as of April 25, 2005.
EXECUTIVE LONG-TERM INCENTIVE AWARD AGREEMENT (ALTERNATE FORM) NON-QUALIFIED STOCK OPTIONSAward Agreement • August 5th, 2005 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control
Effective as of (“Grant Date”), the Company hereby grants to [Employee] certain rights to purchase up to: [# of Shares] total Option Shares for $[Price] per Share until [6th Anniversary of Grant Date] (“Expiration Date”) on the Terms of this Agreement, the attached Program, and the 2004 Sypris Equity Plan (“Plan”) as follows:
SYPRIS SOLUTIONS, INC. SECOND AMENDMENT TO NOTE PURCHASE AGREEMENT $7,500,000 4.73% Senior Notes, Series A Due June 30, 2009 $27,500,000 5.35% Senior Notes, Series B Due June 30, 2011 $20,000,000 5.78% Senior Notes, Series C Due June 30, 2014Note Purchase Agreement • March 15th, 2006 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • Illinois
Reference is made to the Note Purchase Agreement dated as of June 1, 2004, as amended by a First Amendment to Note Purchase Agreement dated as of August 3, 2005 (as so amended, the “Note Agreement”), among Sypris Solutions, Inc., a Delaware corporation (the “Company”), and each of the Purchasers named in Schedule A thereto, pursuant to which the Company issued $7,500,000 aggregate principal amount of its 4.73% Senior Notes, Series A, due June 30, 2009, $27,500,000 aggregate principal amount of its 5.35% Senior Notes, Series B, due June 30, 2011 and $20,000,000 aggregate principal amount of its 5.78% Senior Notes, Series C, due June 30, 2014 (together, the “Notes”). You are referred to herein individually as a “Holder” and collectively as the “Holders.” Capitalized terms used and not otherwise defined in this Second Amendment to Note Purchase Agreement (this “Amendment”) shall have the meanings ascribed to them in the Note Agreement, as amended hereby.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 16th, 2016 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control • Delaware
THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made as of the 16th day of August 2016, between and among Analog Devices, Inc., a Massachusetts corporation (“Purchaser”), and Sypris Electronics, LLC, a Delaware limited liability company (“Seller”). Seller and Purchaser may be referred to herein individually as a “Party” and collectively as the “Parties”. Sypris Solutions, Inc., a Delaware corporation (“Parent”), joins this Agreement solely for purposes of being bound by Section 8.5 and Article 9.
Non-Qualified Stock OptionsSypris Solutions Inc • May 15th, 2018 • Industrial instruments for measurement, display, and control
Effective as of [date of the award] (“Grant Date”), the Company hereby grants to [Optionee Name] certain rights to purchase up to: [Number of Shares] total Shares for [exercise price$X.XX] per Share until [Fifth Anniversary] (“Expiration Date”) on the Terms of this Agreement, the attached Program, and the 2015 Sypris Omnibus Plan (“Plan”) as follows:
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 18th, 2016 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control
FIRST AMENDMENT (this “Amendment”), dated as of February 25, 2016 to that certain Loan and Security Agreement dated as of October 30, 2015 (as may be amended, restated, supplemented or modified from time to time, the (“Loan Agreement”) among Sypris Solutions, Inc., a Delaware corporation (“Solutions”), Sypris Data Systems, Inc., a Delaware corporation (“Systems”), Sypris Electronics, LLC, a Delaware limited liability company (“Electronics”), Sypris Technologies, Inc., a Delaware corporation (“Technologies”), Sypris Technologies International, Inc., a Delaware corporation (“International”), Sypris Technologies Kenton, Inc., a Delaware corporation (“Kenton”), Sypris Technologies Marion, LLC, a Delaware limited liability company (“Marion”), Sypris Technologies Mexican Holdings, LLC, a Delaware limited liability company (“Mexican Holdings”), Sypris Technologies Northern, Inc., a Delaware corporation (“Northern”) and Sypris Technologies Southern, Inc., a Delaware corporation (“Southern”, an
