FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered into as of August 1, 2001 (the "Amendment Date"), among INDUSTRIAL DISTRIBUTION GROUP, INC., a Delaware corporation (the "Borrower"), those...Credit Agreement • March 29th, 2002 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Georgia
1 EXHIBIT 10.3 AGREEMENT AND PLAN OF REORGANIZATION THIS AGREEMENT AND PLAN OF REORGANIZATION (the "Acquisition Agreement") is made as of July ___, 1997, by and among INDUSTRIAL DISTRIBUTION GROUP, INC., a Delaware corporation ("IDG"), and the persons...Agreement and Plan of Reorganization • July 18th, 1997 • Industrial Distribution Group Inc • Georgia
RIGHTS AGREEMENT DATED AS OF AUGUST 28, 2000 BETWEEN INDUSTRIAL DISTRIBUTION GROUP, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY AS RIGHTS AGENTRights Agreement • August 31st, 2000 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Delaware
RECITALS:Credit Agreement • July 31st, 2003 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Georgia
EXHIBIT 10.6 CREDIT AGREEMENT Dated as of December 22, 2000Credit Agreement • March 28th, 2001 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Georgia
amongCredit Agreement • July 19th, 2005 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Massachusetts
WITNESSETH:Restricted Stock Award Agreement • March 21st, 2003 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Georgia
AMENDMENT NO. 1 TO CREDIT AGREEMENT THIS AMENDMENT NO. 1 TO CREDIT AGREEMENT (this "Amendment") is made and entered into as of November 1, 1999, among INDUSTRIAL DISTRIBUTION GROUP, INC., a Delaware corporation (the "Borrower"), the lending...Credit Agreement • March 30th, 2000 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Georgia
1 EXHIBIT 10.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • July 18th, 1997 • Industrial Distribution Group Inc • Georgia
EXHIBIT 10.12 LEASE AGREEMENT THIS LEASE AGREEMENT is made and entered into THIS 30TH DAY OF JULY, 1998, by and between ANDREW B. SHEARER, a Pennsylvania resident, as Landlord ("LANDLORD"), STEPHANIE A. SHEARER, as an additional signatory for Landlord...Lease Agreement • September 21st, 1998 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Georgia
1 EXHIBIT 10.6 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of the 1st day of June, 1997, by and between Martin S. Pinson, a resident of the State of Maryland ("Executive"), and IDN FORMATION CORP., a...Employment Agreement • July 18th, 1997 • Industrial Distribution Group Inc • Delaware
WITNESSETH:Form of Escrow Agreement • August 29th, 1997 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Georgia
1 EXHIBIT 10.8 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of the 1st day of June, 1997, by and between Jack P. Healey, a resident of the State of Georgia ("Executive"), and IDN FORMATION CORP., a...Employment Agreement • July 18th, 1997 • Industrial Distribution Group Inc • Georgia
1 EXHIBIT 10.7 FORM OF EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of the ____ day of ________, 1997, by and between Douglass C. Smith, a resident of the State of Georgia ("Executive"), and INDUSTRIAL...Employment Agreement • July 18th, 1997 • Industrial Distribution Group Inc • Georgia
DRAFT OF SEPTEMBER 16, 1997 =================================================== ============================= INDUSTRIAL DISTRIBUTION GROUP, INC. (a Delaware corporation) 3,000,000 Shares of Common Stock PURCHASE AGREEMENT Dated: September __, 1997 2...Industrial Distribution Group Inc • September 18th, 1997 • Wholesale-machinery, equipment & supplies • New York
AND REORGANIZATION BY AND AMONGAgreement and Plan of Merger and Reorganization • June 19th, 1998 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Delaware
AGREEMENT AND PLAN OF MERGER among EIGER HOLDCO, LLC EIGER MERGER CORPORATION and INDUSTRIAL DISTRIBUTION GROUP, INC. Dated as of April 25, 2008Agreement and Plan of Merger • May 1st, 2008 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of April 25, 2008 (this “Agreement”), is by and among Eiger Holdco, LLC, a Delaware limited liability company (“Parent”), Eiger Merger Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Co”), and Industrial Distribution Group, Inc., a Delaware corporation (the “Company”).
EXHIBIT 10.7(b) AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment, dated as of August 24, 1998 (the "Amendment'), is made and entered into by and between Douglass C. Smith ("Executive") and Industrial Distribution Group, Inc. ("IDG") to amend that...Employment Agreement • September 21st, 1998 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies
1 EXHIBIT 10.4 INDUSTRIAL DISTRIBUTION GROUP, INC. A DELAWARE CORPORATION UNIFORM PROVISIONS FOR THE ACQUISITION OF FOUNDING COMPANIES DATED AS OF JUNE 27, 1997 WORDS AND TERMS USED IN THESE UNIFORM PROVISIONS THAT ARE NOT DEFINED HEREIN ARE DEFINED...Industrial Distribution Group Inc • July 18th, 1997
Eiger Holdco, LLC 301 Commerce Street, Suite 1600 Fort Worth, Texas 76102 Ladies and Gentlemen:Industrial Distribution Group Inc • May 1st, 2008 • Wholesale-machinery, equipment & supplies • Delaware
You have advised us that Eiger Holdco, LLC (“Parent”) is entering into an agreement to acquire Industrial Distribution Group, Inc., a Delaware corporation (the “Company”), by merging Eiger Merger Corporation, a Delaware corporation and wholly-owned subsidiary of Parent (the “Sub”), with and into the Company whereby the Company will become a wholly-owned subsidiary of Parent (such transaction being hereinafter referred to as the “Merger”). In connection with the Merger, LKCM Private Discipline Master Fund, SPC (the “Investor”) is pleased to confirm that it commits to provide or cause to be provided to Parent, in exchange for its membership interests and on the terms and subject to the conditions set forth herein, cash in an amount equal to the Merger Consideration (the “Equity Financing Amount”) for purposes of the Merger. Further, the Investor confirms that in the event the Merger Agreement (defined below) is terminated and the “Parent Termination Fee” and an amount equal to the “Plati
AGREEMENT AND PLAN OF MERGER among PROJECT ATHENA HOLDING CORPORATION, PROJECT ATHENA MERGER CORPORATION and INDUSTRIAL DISTRIBUTION GROUP, INC. Dated as of February 20, 2008Agreement and Plan of Merger • February 21st, 2008 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of February 20, 2008 (this “Agreement”), is by and among Project Athena Holding Corporation, a Delaware corporation (“Parent”), Project Athena Merger Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Co”), and Industrial Distribution Group, Inc., a Delaware corporation (the “Company”).
1 EXHIBIT 10.6(B) DESCRIPTION OF SEPARATION AGREEMENT AND MUTUAL RELEASE WITH MARTIN S. PINSON In connection with the resignation of Martin S. Pinson as Chairman of the Board on March 4, 1999 and as Chief Executive Officer and President of the Company...Industrial Distribution Group Inc • March 31st, 1999 • Wholesale-machinery, equipment & supplies
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • May 30th, 2007 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Delaware
THIS AGREEMENT (the “Agreement”) is made and entered into as of the ___ day of _________, 20___, by and between INDUSTRIAL DISTRIBUTION GROUP, INC. (the “Company”), and ____________ (“Grantee”).
BY AND AMONGAgreement and Plan of Merger and Reorganization • July 18th, 1997 • Industrial Distribution Group Inc • Georgia
1 EXHIBIT 10.9 FORM OF PROPOSED INDEMNIFICATION AGREEMENT THIS AGREEMENT is made this ____ day of September, 1997, by and between INDUSTRIAL DISTRIBUTION GROUP, INC., a Delaware corporation (the "CORPORATION"), and _________________ (the "INDEMNIFIED...Proposed Indemnification Agreement • September 18th, 1997 • Industrial Distribution Group Inc • Wholesale-machinery, equipment & supplies • Delaware
EXHIBIT 10.11 October 1, 1997 Mr. David K. Barth President Barth Smith Company 1000 Skokie Boulevard Wilmette, Illinois 60093 Re: Acquisition and Special Services Agreement Dear Dave: This letter will confirm the agreement between Industrial...Industrial Distribution Group Inc • March 31st, 1998 • Wholesale-machinery, equipment & supplies
