BACKGROUNDEmployment Agreement • December 30th, 1996 • Clark Material Handling Co • Kentucky
1 Exhibit 10.31 CLARK MATERIAL HANDLING COMPANY $20,000,000 10-3/4% Senior Notes due 2006 $20,000,000 13% Senior Exchangeable Preferred Stock due 2007 PURCHASE AGREEMENTPurchase Agreement • September 3rd, 1998 • Clark Material Handling Co • Industrial trucks, tractors, trailors & stackers
1 EXHIBIT 4.9 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE, dated as of August 18, 1998, between CLARK Material Handling Company, a Delaware corporation (the "Company"), and United States Trust Company of New York, a New York corporation,...Supplemental Indenture • September 3rd, 1998 • Clark Material Handling Co • Industrial trucks, tractors, trailors & stackers • New York
1 EXHIBIT 4.6 CLARK MATERIAL HANDLING COMPANY $20,000,000 13% Senior Exchangeable Preferred Stock due 2007 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 3rd, 1998 • Clark Material Handling Co • Industrial trucks, tractors, trailors & stackers • New York
1 EXHIBIT 10.8 STOCK PURCHASE AGREEMENT DATED AS OF MAY 27, 1992 BY AND BETWEEN CLARK EQUIPMENT COMPANYStock Purchase Agreement • December 30th, 1996 • Clark Material Handling Co • New York
1 EXHIBIT 10.19 SUPPLY AGREEMENT THIS AGREEMENT is made on 14 December, 1994, by and between CLARK MATERIAL HANDLING COMPANY ("CLARK"), a kentucky, U.S.A. corporation, with its principal offices at 333 West Vine Street, Lexington, Kentucky 40507,...Supply Agreement • December 30th, 1996 • Clark Material Handling Co • Kentucky
2- 3 number of Products during the term of this Agreement or during any year this Agreement is in effect, Buyer will make a good faith effort to purchase 42,800 units of Products during the term of this Agreement, with annual purchases consistent with...Amendment Agreement • December 30th, 1996 • Clark Material Handling Co
as obligor $150,000,000 10 3/4% Senior Notes due 2006 Series C and Series D INDENTURE Dated as of July 17, 1998 UNITED STATES TRUST COMPANY OF NEW YORK, Trustee 2 INDENTURE, dated as of July 17, 1998, between CLARK Material Handling Company, a...Clark Material Handling Co • September 3rd, 1998 • Industrial trucks, tractors, trailors & stackers • New York
1 EXHIBIT 10.1 CMHC ACQUISITION CORPORATION $130,000,000 10 3/4% Senior Notes due 2006 PURCHASE AGREEMENTClark Material Handling Co • December 30th, 1996 • New York
1 Exhibit 10.7 TAX SHARING AGREEMENT AGREEMENT made as of November 27, 1996, between CMH Holdings Corporation, a Delaware corporation ("Holdings"), and CLARK Material Handling Company, a Delaware corporation ("CMHC"). WHEREAS, Holdings and CMHC join...Tax Sharing Agreement • December 30th, 1996 • Clark Material Handling Co • Delaware
Section 6 Consideration to TDC 6.01 Base Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 6.02 Other Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 6.03 Cost Improvements . . . . . . . . . . . . . . . . . . . . . . ....Service Agreement • December 30th, 1996 • Clark Material Handling Co • Mississippi
1 EXHIBIT 10.30 ASSET PURCHASE AGREEMENTTrademark License Agreement • September 3rd, 1998 • Clark Material Handling Co • Industrial trucks, tractors, trailors & stackers
AS BUYER ANDClark Material Handling Co • December 30th, 1996 • Illinois
as obligor $40,000,000 Subordinated Notes due 2007 INDENTURE Dated as of July 17, 1998 U.S. TRUST COMPANY OF TEXAS, N.A., Trustee 2 INDENTURE, dated as of July 17, 1998, between CLARK Material Handling Company, a Delaware corporation (the "Company"),...Clark Material Handling Co • September 3rd, 1998 • Industrial trucks, tractors, trailors & stackers • New York
PURPOSEAgreement • December 30th, 1996 • Clark Material Handling Co • Illinois
1 EXHIBIT 10.23 SECOND AMENDMENT AGREEMENT This SECOND AMENDMENT AGREEMENT is entered into as of the 30th day of September 1992, by and between CLARK MATERIAL HANDLING COMPANY, a Kentucky corporation with offices at Lexington, Kentucky, formerly known...Second Amendment Agreement • December 30th, 1996 • Clark Material Handling Co
1 Exhibit 4.5 CLARK MATERIAL HANDLING COMPANY $20,000,000 10-3/4% Senior Notes due 2006 REGISTRATION RIGHTS AGREEMENTClark Material Handling Co • September 3rd, 1998 • Industrial trucks, tractors, trailors & stackers • New York
LEASE AGREEMENTLease Agreement • December 30th, 1996 • Clark Material Handling Co
1 Exhibit 10.10 TRADEMARK ASSIGNMENT AGREEMENT DATED AS OF July 31, 1992Trademark Assignment Agreement • December 30th, 1996 • Clark Material Handling Co • New York
1 5 The purpose of this Agreement is to establish a procedure for the sale and purchase of the Products and Parts covered by this Agreement and to establish the terms and conditions which will apply to sales of the Products and Parts during the term...Agreement • December 30th, 1996 • Clark Material Handling Co • Kentucky
INDENTUREIndenture • December 30th, 1996 • Clark Material Handling Co • New York
1 EXHIBIT 4.2 CLARK MATERIAL HANDLING COMPANY $130,000,000 10 3/4% Senior Notes due 2006 REGISTRATION RIGHTS AGREEMENTClark Material Handling Co • December 30th, 1996 • New York
1 EXHIBIT 10.2 LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 30th, 1996 • Clark Material Handling Co • New York
1 2 IN WITNESS WHEREOF, Clark, Drexel and Credit have executed this SECOND AMENDMENT as of the date first set forth above. CLARK MATERIAL HANDLING COMPANYGeneral Operating Agreement • December 30th, 1996 • Clark Material Handling Co
1 EXHIBIT 10.3 STOCK AND ASSET PURCHASE AND SALE AGREEMENTStock and Asset Purchase and Sale Agreement • December 30th, 1996 • Clark Material Handling Co • New York
2 Definitions, Documents and Term 1 2.1 Definitions 1 2.2 Services Environments 1 2.3 Associated Contract Documents 1 2.5 Term 2 2.6 Renewal and Expiration 2 3 Transition 2 3.7 Data Lines and Connections 2 3.9 Staff 2 4 ISSC Responsibilities 2 4.9...Clark Material Handling Co • December 30th, 1996
1 Exhibit 10.15 SDRC SDRC Operations, Inc. 2000 Eastman Drive Agreement No. ________________ Milford, Ohio 45150-2789 MASTER SOFTWARE LICENSE AND SERVICE AGREEMENT SDRC OPERATIONS, INC. ("SDRC") AND CUSTOMER Clark Material Handling...Master Software License and Service Agreement • December 30th, 1996 • Clark Material Handling Co • Ohio
LICENSE AGREEMENTLicense Agreement • February 6th, 1997 • Clark Material Handling Co • Industrial trucks, tractors, trailors & stackers • New York
1 2 products (and/or their replacements, modifications and additions as may be agreed by the parties from time-to-time) identified in the Appendix(es) hereto (hereinafter referred to as "product" or "products"). As used herein, the term "parts" means...Master Contract for Purchase and Sale • December 30th, 1996 • Clark Material Handling Co • Kentucky
FIRST AMENDMENTClark Material Handling Co • December 30th, 1996 • New York
1 EXHIBIT 10.20 ED-30 SUPPLY AGREEMENT THIS AGREEMENT is made on 1 July 1995, by and between CLARK MATERIAL HANDLING COMPANY ("CLARK" or "CMHC"), a Kentucky, U.S.A. corporation, with its principal offices at 333 West Vine Street, Lexington, Kentucky...Ed-30 Supply Agreement • December 30th, 1996 • Clark Material Handling Co • Kentucky
1 EXHIBIT 10.17 MCI SERVICES AGREEMENT This MCI Services Agreement ("Agreement"), made and entered into by and between MCI Telecommunications Corporation ("MCI") and Clark Material Handling Company, 333 West Vine Street, Lexington, Kentucky 40507...Mci Services Agreement • February 6th, 1997 • Clark Material Handling Co • Industrial trucks, tractors, trailors & stackers • New York
2 3 1.11 Retail Contracts - shall mean any and all writings evidencing or reflecting the retail sale of Products by Dealers to retail buyers, including leases with nominal purchase options, but not including Rental Contracts.General Operating Agreement • December 30th, 1996 • Clark Material Handling Co • Michigan
1 EXHIBIT 10.28 CLARK MATERIAL HANDLING COMPANY DEALER SALES AGREEMENT THIS DEALER SALES AGREEMENT is effective the - day of , 199__, by and between CLARK MATERIAL HANDLING COMPANY, a Kentucky corporation, with offices at 749 West Short Street,...Dealer Sales Agreement • December 30th, 1996 • Clark Material Handling Co • Kentucky
