Union Labor Life Insurance Co Sample Contracts

Union Labor Life Insurance Co – STOCK PURCHASE AND SALE AGREEMENT (December 16th, 1996)

EXHIBIT 4.2 STOCK PURCHASE AND SALE AGREEMENT DATED AS OF JULY 24, 1996 BY AND AMONG RICHARD C. BLUM & ASSOCIATES, L.P. PB CAPITAL PARTNERS, L.P., AND PERINI CORPORATION TABLE OF CONTENTS ----------------- ARTICLE I - DEFINITIONS; CERTAIN REFERENCES.................................... 1 ARTICLE II - CLOSING.......................................................... 6 2.1 Time and Place of the Closing.................................... 6 2.2 Transactions at the Closing...................................... 6 ARTICLE III - CONDITIONS P

Union Labor Life Insurance Co – STOCK ASSIGNMENT AND ASSUMPTION AGREEMENT (December 16th, 1996)

EXHIBIT 4.1 STOCK ASSIGNMENT AND ASSUMPTION AGREEMENT ----------------------------------------- This Stock Assignment and Assumption Agreement ("Assignment Agreement") is entered into this 13th day of December 1996, by and among PB Capital Partners, L.P., a Delaware limited partnership ("Assignor"), The Union Labor Life Insurance Company Separate Account P ("Assignee") and Perini Corporation ("Seller"). WHEREAS, Assignor is a party to a Stock Purchase and Sale Agreement by and among Assignor, Seller, and Richard C. Blum & Associates, L.P., dated July 24, 1996, together with all exhibits and schedules thereto and all amendments and modifications thereof (collectively referred to as the "Stock Purchase Agreement"), pursuant to which Assignor agreed to purchase 150,150 shares of newly issued Series B Cumulative Convertible Preferred Stock, par value $1.00 per share

Union Labor Life Insurance Co – SHAREHOLDERS' AGREEMENT (December 16th, 1996)

EXHIBIT 4.3 SHAREHOLDERS' AGREEMENT ----------------------- This Shareholders' Agreement is made this 13th day of December 1996, by and between PB Capital Partners, L.P., a Delaware limited partnership ("PB Capital") and The Union Labor Life Insurance Company Separate Account P ("Account P") (collectively referred to as the "Parties"). All capitalized terms not defined herein shall have the meaning attributed to them in the Stock Purchase and Sale Agreement dated July 24, 1996, as amended ("Stock Purchase Agreement"). WHEREAS, PB Capital and Account P have each agreed to purchase shares of Series B Cumulative Convertible Preferred Stock, par value $1.00, ("Series B Preferred Stock") of Perini Corporation, a Massachusetts corporation ("Seller"); and WHEREAS, to provide continuity of management and voting relating to the ownership of the