Roller Bearing Co of America Inc Sample Contracts

Roller Bearing Co of America Inc – CREDIT AGREEMENT dated as of June 26, 2006 Among ROLLER BEARING COMPANY OF AMERICA, INC., as Borrower, RBC BEARINGS INCORPORATED, as Holdings, (Guarantor) THE LENDERS NAMED HEREIN, as Lenders, KEYBANK NATIONAL ASSOCIATION, as the Administrative Agent, ... (June 29th, 2006)

THIS CREDIT AGREEMENT is entered into as of June 26, 2006 among the following: (i) ROLLER BEARING COMPANY OF AMERICA, INC., a Delaware corporation (the “Borrower”); (ii) RBC BEARINGS INCORPORATED, a Delaware corporation (“Holdings”), (iii) the lenders from time to time party hereto (each a “Lender” and collectively, the “Lenders”); (iv) KEYBANK NATIONAL ASSOCIATION (“KeyBank”), as administrative agent (the “Administrative Agent”), as co-lead arranger (“Co-Lead Arranger”), joint bookrunner, the Swing Line Lender (as hereinafter defined) and an LC Issuer (as hereafter defined); (v) J.P. MORGAN SECURITIES INC., as co-lead arranger, joint bookrunner and syndication agent; and (vi) LASALLE BANK NATIONAL ASSOCIATION, as documentation agent.

Roller Bearing Co of America Inc – SECURITY AGREEMENT (June 29th, 2006)

This SECURITY AGREEMENT (this “Agreement”) dated as of June 26, 2006, among ROLLER BEARING COMPANY OF AMERICA, INC., a Delaware corporation (the “Borrower”), RBC BEARINGS INCORPORATED, a Delaware corporation (“Holdings”), each of the Subsidiaries of Holdings identified under the caption “SUBSIDIARY GUARANTORS” on the signature pages hereto and each other such Subsidiary that may hereafter become a Subsidiary Guarantor party hereto pursuant to Section 6.11 (individually, a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors” and, together with the Borrower and Holdings, the “Obligors”) and KEYBANK NATIONAL ASSOCIATION (“KeyBank”), in its capacity as Administrative Agent for the benefit of the Secured Creditors (all capitalized terms used without being defined in this preamble and in the recitals below shall have the meanings provided for in Section 1).

Roller Bearing Co of America Inc – SECOND AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT BY AND AMONG Roller Bearing Holding Company, Inc., Dr. Michael J. Hartnett and Hartnett Family Investments, L.P. AND Whitney RBHC Investor, LLC and Whitney V, L.P. Dated as of February 6, 2003 (July 11th, 2003)

This Second Amended and Restated Stockholder’s Agreement, dated as of this 6th day of February, 2003, by and among Roller Bearing Holding Company, Inc., a Delaware corporation (“Holdings”), Whitney RBHC Investor, LLC, a Delaware limited liability company (“Whitney Investor”) and Whitney V, L.P., a Delaware limited partnership (“Whitney V” and, collectively with Whitney Investor, “Whitney”), Dr. Michael J. Hartnett and Hartnett Family Investments, L.P., a Delaware limited partnership (together with Dr. Michael J. Hartnett, “Hartnett” and together with Whitney, collectively the “Initial Parties” and individually an “Initial Party”) and the Persons who by operation of Section 2.6 become a party hereto.

Roller Bearing Co of America Inc – PREFERRED STOCK PURCHASE AGREEMENT by and among ROLLER BEARING HOLDING COMPANY, INC., ROLLER BEARING COMPANY OF AMERICA, INC., WHITNEY V, L.P. And Dr. Michael J. Hartnett (July 11th, 2003)

This PREFERRED STOCK PURCHASE AGREEMENT is dated as of February 6, 2003 (this “Agreement”), and made by and among Roller Bearing Holding Company, Inc., a Delaware corporation (the “Company”), Roller Bearing Company of America, Inc., a Delaware corporation and wholly-owned Subsidiary of the Company (“RBCA”), Whitney V, L.P., a Delaware limited partnership (“Whitney V”), and Dr. Michael J. Hartnett (“Hartnett” and together with Whitney V, the “Purchasers”). The Purchasers, the Company and RBCA are sometimes referred to herein collectively as the “Parties” and each individually as a “Party”.