Advanced Lighting Technologies Inc Sample Contracts

Advanced Lighting Technologies Inc – SIXTH AMENDMENT TO LOAN AGREEMENT, SECURED PROMISSORY NOTE AND SECURITY AGREEMENT (September 27th, 2006)

THIS SIXTH AMENDMENT TO LOAN AGREEMENT, SECURED PROMISSORY NOTE AND SECURITY AGREEMENT (“this Sixth Amendment”), is made and effective as of September                     , 2006 (the “Effective Date), by WAYNE R. HELLMAN (“Hellman”), and ADVANCED LIGHTING TECHNOLOGIES, INC. (“ADLT”).

Advanced Lighting Technologies Inc – AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (September 27th, 2006)

THIS AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT entered into and effective as of September ___, 2006, by and between ADVANCED LIGHTING TECHNOLOGIES, INC., an Ohio corporation (“ADLT”), and Wayne R. Hellman (“Employee”);

Advanced Lighting Technologies Inc – Annual Monthly Lease Base Base Period Rent Rent ------ ---------- ------------- Year 1 $1,218,725 See EXHIBIT E Year 2 1,218,725 $101,560 Year 3 1,218,725 101,560 Year 4 1,249,193 104,099 Year 5 1,280,423 106,702 Year 6 1,312,434 109,370 Year 7 1,345,244 112,104 Year 8 1,378,875 114,906 Year 9 1,413,347 117,778 Year 10 1,448,681 120,723 Tenant shall also pay all Operating Expenses (defined below) and any other amounts owed by Tenant hereunder (collectively, "ADDITIONAL RENT"). In the event any monthly installment of Base Rent or Additional Rent, or both, is not paid within 5 days of the date w (May 10th, 2006)

STORAGE CONTAINER(S) APPROXIMATE ANNUAL QUANTITY (I.E. DRUMS, CARTONS, TOTES, CHEMICAL/WASTE USED OR GENERATED BAGS, ASTS, USTS, ETC) -------------- --------------------------- ----------------------------

Advanced Lighting Technologies Inc – PRESS RELEASE (April 19th, 2006)

•   Related moves strengthen Venture Lighting market position as the low-cost, innovative leader exclusively in state-of-the-art metal halide lamp and power supplies.

Advanced Lighting Technologies Inc – Certificate of Amendment by Directors or Incorporators to Articles (Domestic) Filing Fee $50.00 (January 5th, 2006)

WE, the undersigned, being all of the Incorporators of the above named corporation, do certify that the subscriptions to shares have not been received and the initial directors are not named in the articles. We hereby have elected to amend the articles as follows:

Advanced Lighting Technologies Inc – FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (September 28th, 2005)

Wells Fargo Foothill, Inc., as Arranger and Administrative Agent (“Agent”), the lenders (“Lenders”) from time to time parties to the Loan Agreement (as defined below), Advanced Lighting Technologies, Inc., an Ohio corporation (“Parent”), and each of Parent’s Subsidiaries identified as a borrower on the signature pages hereof (such Subsidiaries, together with Parent, are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as “Borrowers”) have entered into certain financing arrangements pursuant to (a) that certain Amended and Restated Loan and Security Agreement, dated as of December 10, 2003, among Agent, Lenders, Borrowers and the other Loan Parties (as the same now exists or may hereafter be amended, modified, supplemented, extended, renewed, restated or replaced, the “Loan Agreement”), (b) that certain EXIM Credit Agreement dated as of December 10, 2003, among Agent, Lenders, Borrowers and the other Loan Parties, and (

Advanced Lighting Technologies Inc – i 3.3 Committee Responsibilities.......................................................... 5 3.4 Committee Liability................................................................. 6 3.5 Financial Reports................................................................... 6 SECTION 4. ELIGIBILITY......................................................... ........................ 6 4.1 General Rule........................................................................ 6 4.2 Ten-Percent Shareholders............................................................ 6 4.3 Attribution Rules................ (August 2nd, 2005)
Advanced Lighting Technologies Inc – CODE OF ETHICAL CONDUCT STANDARDS The Company recognizes the importance and significant role of its Chief Executive Officer and Executive Officers including Senior Financial Officers within its corporate governance program. These individuals are uniquely capable and empowered to ensure that the interests of the Company's stakeholders are appropriately balanced, protected and preserved. Accordingly, this Code provides principles to which these individuals are expected to adhere and advocate. The Code embodies rules regarding individual and peer responsibilities, as well as responsibilities to t (August 2nd, 2005)
Advanced Lighting Technologies Inc – * Bonus increase in FY 2004 will be on a sliding scale whereby the percentage of base salary bonus will increase proportionally based on the amount by which ADLT exceeds one financial target but falls short of a higher financial target. For example: If ADLT has an adjusted EBITDA in FY 2004 of $26,000,000.00 (which amount is the midpoint between the Goal and Superior targets) then Employee would be entitled to a bonus of 125% (100% + an additional 25%). **Bonus in FY 2005 will be on a sliding scale whereby the percentage of base salary bonus will increase proportionally based on the amount by (August 2nd, 2005)
Advanced Lighting Technologies Inc – Applicable Amount Applicable Date ----------------- ------------------ $20,000,000 September 30, 2004 $19,000,000 December 31, 2004 $20,000,000 March 31, 2005 $20,000,000 June 30, 2005, and as of the last day of each fiscal quarter thereafter, Adjusted EBITDA, calculated on a rolling twelve (12) month basis, shall not be less than an amount equal to eighty percent (80%) multiplied by Adjusted EBITDA as of such date as set forth in the then current Projections submitted by Borrowers and accepted by Agent in its Permitted Discretion, provided that, notwithstanding the foregoing, at no time after (November 12th, 2004)
Advanced Lighting Technologies Inc – ADVANCED LIGHTING TECHNOLOGIES, INC. 32000 Aurora Road Solon, Ohio 44139 (September 9th, 2004)

Wells Fargo Foothill, Inc., as Arranger and Administrative Agent (“Agent”), the lenders (“Lenders”) from time to time parties to the Loan Agreement (as defined below), and Advanced Lighting Technologies, Inc., an Ohio corporation (“Parent”) and each of Parent’s subsidiaries identified as a borrower on the signature pages hereof (such subsidiaries, together with Parent, are referred to hereafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as “Borrowers”) have entered into certain financing arrangements pursuant to the Amended and Restated Loan and Security Agreement dated as of December 10, 2003, among Agent, Lenders, Borrowers and the other Loan Parties (as the same now exists or may hereafter be amended, modified, supplemented, extended, renewed, restated or replaced, the “Loan Agreement”), the EXIM Credit Agreement dated as of December 10, 2003, among Agent, Lenders, Borrowers and the other Loan Parties (as the same now exists or may h

Advanced Lighting Technologies Inc – -i- 4.4 Delivery of Additional Documentation Required................................................. 74 4.5 Power of Attor ney............................................................................ . 75 4.6 Right to Inspect...................................................... ........................ 75 4.7 Control Agreements............................. ............................................... 75 5. REPRESENTATIONS AND WARRA NTIES......................................................................... 76 5.1 No Encumbrances........................................................... (March 18th, 2004)

Applicable Amount Applicable Period ----------------- ----------------- $ 8,300,000 Six months ending December 31, 2003 $13,600,000 Nine months ending March 31, 2004 $19,000,000 Twelve months ending June 30, 2004, and

Advanced Lighting Technologies Inc – i 2.29 Saratoga Group................................................. 4 2.30 Securities Act................................................. 4 2.31 Service........................................................ 4 2.32 Share.......................................................... 4 2.33 Stock.......................................................... 4 2.34 Stock Award Agreement.......................................... 4 2.35 Stock Purchase Agreement....................................... 5 2.36 Subsidiary..................................................... 5 2.37 W-2 Payroll.............. (March 18th, 2004)
Advanced Lighting Technologies Inc – UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION (December 23rd, 2003)

JENNER & BLOCK LLP One IBM Plaza Chicago, Illinois 60611 Attn.: Jeff J. Marwil Jerry L. Switzer, Jr. Peter J. Young   Davis Polk & Wardwell 450 Lexington Avenue New York, N.Y. 10017 Attn: Stephen H. Case (212) 450-4064

Advanced Lighting Technologies Inc – UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION (December 19th, 2003)

INDENTURE, dated as of ___________________, 2003, between ADVANCED LIGHTING TECHNOLOGIES, INC., an Ohio corporation (the “Company”), and The Bank of New York, a New York banking corporation, trustee (the “Trustee”).

Advanced Lighting Technologies Inc – -i- 4.4 Delivery of Additional Documentation Required......................................... 79 4.5 Power of Attorney..................................................................... 80 4.6 Right to Inspect...................................................................... 80 4.7 Control Agreements.................................................................... 80 4.8 Administrative Priority............................................................... 81 4.9 No Filings Required................................................................... 81 5. REPRESENTATIONS AND WARRANTIE (October 14th, 2003)

------------------------------------------------------------------------------ Applicable Amount Applicable Period ------------------------------------------------------------------------------ $1,200,000 One month ending May 31, 2003 ------------------------------------------------------------------------------ $2,500,000 Two months ending June 30, 2003 ------------------------------------------------------------------------------ $4,000,000 Three months ending July 31, 2003 ------------------------------------------------------------------------------ $5,400,000 Four months ending August 31, 2003 ------------------------------------------------------------------------------ $6,900,000 Five months ending September 30, 2003 --------------------------------------------------------------------

Advanced Lighting Technologies Inc – FOURTH AMENDMENT AGREEMENT (May 8th, 2000)
Advanced Lighting Technologies Inc – SPLIT-DOLLAR INSURANCE AGREEMENT (April 25th, 2000)
Advanced Lighting Technologies Inc – SPLIT-DOLLAR INSURANCE AGREEMENT (April 25th, 2000)
Advanced Lighting Technologies Inc – SPLIT-DOLLAR INSURANCE AGREEMENT (April 25th, 2000)
Advanced Lighting Technologies Inc – SPLIT-DOLLAR INSURANCE AGREEMENT- (April 25th, 2000)
Advanced Lighting Technologies Inc – CREDIT AGREEMENT (April 25th, 2000)
Advanced Lighting Technologies Inc – SPLIT-DOLLAR INSURANCE AGREEMENT- (March 1st, 2000)
Advanced Lighting Technologies Inc – SPLIT-DOLLAR INSURANCE AGREEMENT (March 1st, 2000)
Advanced Lighting Technologies Inc – CREDIT AGREEMENT (March 1st, 2000)
Advanced Lighting Technologies Inc – SPLIT-DOLLAR INSURANCE AGREEMENT (March 1st, 2000)
Advanced Lighting Technologies Inc – REGISTRATION RIGHTS AGREEMENT (January 14th, 2000)
Advanced Lighting Technologies Inc – SERIES A1 WARRANT (January 14th, 2000)
Advanced Lighting Technologies Inc – RE: CREDIT AGREEMENT DATED AS OF MAY 21, 1999 AMONG ADVANCED LIGHTING (January 14th, 2000)
Advanced Lighting Technologies Inc – TECHNICAL ASSISTANCE AGREEMENT (January 14th, 2000)
Advanced Lighting Technologies Inc – CONTINGENT WARRANT AGREEMENT (January 14th, 2000)
Advanced Lighting Technologies Inc – SECOND AMENDMENT AGREEMENT (January 14th, 2000)
Advanced Lighting Technologies Inc – ASSIGNMENT AND ACCEPTANCE AGREEMENT (January 14th, 2000)
Advanced Lighting Technologies Inc – STOCK PURCHASE AGREEMENT (January 14th, 2000)
Advanced Lighting Technologies Inc – LAMP MATERIALS PURCHASE AGREEMENT (January 14th, 2000)