Exhibit 10.5 [LOGO] AEROSONIC CORPORATION CONSULTING AGREEMENT This Consulting Agreement ("this Agreement") is made this 20th day of May 2003 by and between Aerosonic Corporation, a Delaware corporation (the "Company"), and J. Mervyn Nabors (the...Consulting Agreement • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
LOAN AGREEMENTLoan Agreement • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
DEED OF TRUSTAerosonic Corp /De/ • October 31st, 2003 • Search, detection, navagation, guidance, aeronautical sys • Virginia
CONSULTING AGREEMENTConsulting Agreement • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
NOTEAerosonic Corp /De/ • October 31st, 2003 • Search, detection, navagation, guidance, aeronautical sys
THIS AGREEMENT HAS BEEN TERMINATED.]Agreement • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
Exhibit 10.27 MORTGAGE AND SECURITY AGREEMENT THIS MORTGAGE INDENTURE made and entered into the 17th day of December, 1987, by and between AEROSONIC CORPORATION, a corporation organized and existing under the laws of the State of Delaware, and...Mortgage and Security Agreement • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
RETENTION AGREEMENTRetention Agreement • April 22nd, 2013 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
This RETENTION AGREEMENT (this “Agreement”) is made and entered into as of the 18th day of April, 2013, by and between AEROSONIC CORPORATION, a Delaware corporation (the “Company”), and SCOTT R. KEMPSHALL (the “Executive”), and provides as follows:
RETENTION AGREEMENTRetention Agreement • December 13th, 2010 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
This RETENTION AGREEMENT (this “Agreement”) is made and entered into as of the 13th day of December, 2010, by and between AEROSONIC CORPORATION, a Delaware corporation (the “Company”), and P. MARK PERKINS (the “Executive”), and provides as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
This employment agreement (the “Agreement”), made this 14th day of May, 2003, by and between Aerosonic Corporation, a Delaware corporation (the “Company”), and Carmelo Russo (the “Employee”) residing at 1144 Kingsway Lane, Tarpon Springs, FL 34688.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 28th, 2005 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
This employment agreement (the "Agreement"), made this 28th day of November, 2005, by and between Aerosonic Corporation, a Delaware corporation (the "Company"), and Gary E. Colbert (the "Employee") residing at 8323 Eagle Crossing, Sarasota, FL 34241.
NON-DISCLOSURE AGREEMENTNon-Disclosure Agreement • May 7th, 2013 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
This is a Non-Disclosure Agreement (this “Agreement”), effective as of the date stated below (the “Effective Date”), between Aerosonic Corporation, a Delaware corporation (the “Company”), and the undersigned (the “Counterparty”).
PRESIDENT AND CEO. SECRETARYAgreement • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
AEROSONIC CORPORATION LOAN AGREEMENTLoan Agreement • May 20th, 2009 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
This Loan Agreement (this “Agreement”) is executed as of May 14, 2009 (the “Effective Date”), by and between Aerosonic Corporation (the “Company”), a Delaware corporation and Bruce J. Stone (“Stone”), to record the agreement regarding Stone’s willingness to make a loan (the “Loan”) to the Company on the terms and conditions set forth in this Agreement:
Exhibit 10.26 FINANCING AGREEMENT BY AND BETWEEN PINELLAS COUNTY INDUSTRY COUNCILFinancing Agreement • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
AGREEMENT AND PLAN OF MERGER TransDigm Group Incorporated, a Delaware corporation Buccaneer Acquisition Sub Inc., a Delaware corporation and an indirect wholly owned subsidiary of TransDigm Group Incorporated and Aerosonic Corporation, a Delaware...Agreement and Plan of Merger • April 22nd, 2013 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Delaware
This Agreement and Plan of Merger (this “Agreement”) is dated as of April 19, 2013, among TransDigm Group Incorporated, a Delaware corporation (“Parent”), Buccaneer Acquisition Sub Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Parent (“Merger Sub”), and Aerosonic Corporation, a Delaware corporation (the “Company”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings set forth in Section 9.3 and in the Sections of this Agreement indicated on Annex B hereto.
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 13th, 2010 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Delaware
This Indemnification Agreement (this "Agreement") is made effective as of December 13, 2010, by and between Aerosonic Corporation, a Delaware corporation (the "Corporation") and ______________ ("Indemnitee").
THIS AGREEMENT HAS BEEN TERMINATED.] Exhibit 10.14 Consulting Agreement Scope of work To provide financial or production related expertise on an as-needed basis either electronically, by telephone or on-site as mutually agreed upon between J. Mervyn...Consulting Agreement • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
To provide financial or production related expertise on an as-needed basis either electronically, by telephone or on-site as mutually agreed upon between J. Mervyn Nabors and Eric J. McCracken on any and all matters as Nabors and McCracken see fit.
EMPLOYMENT AGREEMENTEmployment Agreement • May 29th, 2009 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 26th day of May, 2009 by and between Aerosonic Corporation, hereinafter called “the Company,” and Kevin J. Purcell, hereinafter called “Executive,” and provides as follows:
NON-DISCLOSURE AGREEMENTNon-Disclosure Agreement • May 7th, 2013 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
THIS AGREEMENT is entered into as of August 1, 2012, by and between AEROSONIC CORPORATION having its primary place of business at 1212 North Hercules Avenue, Clearwater, Florida (hereinafter referred to as Aerosonic or DISCLOSING PARTY) and TransDigm Group Incorporated having its place of business at 1301 East 9th Street, Suite 3000, Cleveland, OH 44114 (hereinafter referred to as TRANSDIGM or RECEIVING PARTY).
EMPLOYMENT AGREEMENTEmployment Agreement • August 25th, 2008 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 25th day of August, 2008 by and between Aerosonic Corporation, hereinafter called “the Company,” and Thomas Cason, hereinafter called “Employee,” and provides as follows:
Exhibit 10.23 SECURITY AGREEMENT (Accounts, Inventory and General Intangibles) THIS AGREEMENT is executed on September 17,1997, by AVIONICS SPECIALTIES, INC., a Virginia Corporation, as debtor (the "Borrower") in favor of First Commercial Bank, as...Security Agreement • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
Prepared By/Return To: David B. Williams, Esquire Bush Ross, P.A. Post Office Box 3913 Tampa, Florida 33601 MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT OF RENTSAerosonic Corp /De/ • May 3rd, 2010 • Search, detection, navagation, guidance, aeronautical sys
THIS MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT OF RENTS (“Mortgage”) executed this 30 day of April, 2010, by AEROSONIC CORPORATION, a Delaware corporation (“Mortgagor”), whose address is 1212 North Hercules Avenue, Clearwater, Florida 33765, and the successors and assigns of Mortgagor, including all subsequent grantees, either voluntarily by act of the parties or involuntarily by operation of law, and M & I MARSHALL & ILSLEY BANK (“Mortgagee”), whose address is 501 East Kennedy Blvd., Suite 900, Tampa, Florida 33602, its successors and assigns;
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • January 8th, 2008 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
THIS SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) is made and entered into by and between David A. Baldini (“Baldini”) and Aerosonic Corporation (the “Company”).
This Instrument was Prepared By and should be Returned To: David B. Williams, Esquire Bush Ross, P.A. Post Office Box 3913 Tampa, Florida 33601 COLLATERAL ASSIGNMENT OF RENTS AND LEASESAerosonic Corp /De/ • May 3rd, 2010 • Search, detection, navagation, guidance, aeronautical sys
THIS COLLATERAL ASSIGNMENT OF RENTS AND LEASES (the “Assignment”) is made and entered into the 30 day of April, 2010 by AEROSONIC CORPORATION, a Delaware corporation (the “Assignor”), having an address of 1212 North Hercules Avenue, Clearwater, Florida 33765, in favor of M & I Marshall & Ilsley Bank, and its successors and assigns (hereinafter referred to as the “Assignee”), having an address of 501 East Kennedy Blvd., Suite 900, Tampa, Florida 33602.
NOTICE OF RESIGNATIONAerosonic Corp /De/ • August 24th, 2007 • Search, detection, navagation, guidance, aeronautical sys
Reference is hereby made to that certain Share Purchase Agreement dated as of August 21, 2007 by and among Aerosonic Corporation, a Delaware corporation, Op Technologies, Inc., an Oregon corporation, Optimization Technologies, Inc., an Oregon corporation and certain Shareholders of Optimization Technologies, Inc. with respect to Section 2.6 of the Agreement. All capitalized terms used but not defined herein shall have the meaning set forth in the Stock Purchase Agreement.
SEVERANCE AGREEMENT AND GENERAL RELEASESeverance Agreement and General Release • July 3rd, 2008 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
THIS SEVERANCE AGREEMENT AND GENERAL RELEASE (“Agreement”) is made and entered into by and between Carmelo Russo (“Russo”) and Aerosonic Corporation (the “Company”).
Exhibit 10.7 [LOGO] AEROSONIC SUPPLEMENTAL PENSION PLAN This supplemental pension plan (the "Plan"), made as of this 1st day January, 2004, by and between Aerosonic Corporation, a Delaware corporation (the "Company"), and William C. Parker (the...Supplemental Pension Plan • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
This supplemental pension plan (the "Plan"), made as of this 1st day January, 2004, by and between Aerosonic Corporation, a Delaware corporation (the "Company"), and William C. Parker (the "Retiree") residing at 2546 Knotty Pine Way, Clearwater, FL 33761.
FIRST AMENDMENT TO LOAN AGREEMENTLoan Agreement • May 2nd, 2011 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
THIS FIRST AMENDMENT TO LOAN AGREEMENT (the “Amendment”) dated as of January 10, 2011 (the “Effective Date”) is made by and between M&I MARSHALL & ILSLEY BANK, a Wisconsin banking corporation (“Lender”), and AEROSONIC CORPORATION, a Delaware corporation (“Borrower”).
THIRD AMENDMENT TO LOAN AGREEMENTLoan Agreement • February 6th, 2013 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
THIS THIRD AMENDMENT TO LOAN AGREEMENT (the “Amendment”) dated as of January 31, 2013 (the “Effective Date”) is made by and between BMO HARRIS BANK N.A., a national bank, as successor by merger to M&I Marshall & Ilsley Bank (“Lender”), and AEROSONIC CORPORATION, a Delaware corporation (“Borrower”).
AEROSONIC CORPORATION AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • December 13th, 2010 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
This AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), is made and entered into as of the 13th day December, 2010, by and between AEROSONIC CORPORATION, a Delaware corporation (the “Company”) and DOUGLAS J. HILLMAN (the “Executive”), and provides as follows:
OFCertificate of Agreement • October 31st, 2003 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
SHARE PURCHASE AGREEMENT by and among AEROSONIC CORPORATION and OP TECHNOLOGIES, INC. and OPTIMIZATION TECHNOLOGIES, INC. and CERTAIN SHAREHOLDERS OF OPTIMIZATION TECHNOLOGIES, INC. (for the purposes of Section 2.6 only) Dated August 21, 2007Share Purchase Agreement • August 24th, 2007 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
This Share Purchase Agreement (this “Agreement”) is dated August 21, 2007 by and among Aerosonic Corporation, a Delaware corporation (“Buyer”), OP Technologies, Inc., an Oregon corporation (the “Company”), Optimization Technologies, Inc., an Oregon corporation (“Seller”) and holders of at least 90% of the issued and outstanding shares of capital stock, on a fully-diluted basis, of Seller for purposes of Section 2.6 hereof only.
FIRST AMENDMENT TO LOAN AGREEMENTLoan Agreement • February 23rd, 2010 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Florida
This First Amendment to Loan Agreement (this “Amendment”) dated as of February 19, 2010, under the Loan Agreement, dated as of May 14, 2009 (the “Loan Agreement”) by and between Aerosonic Corporation, a Delaware corporation (the “Company”) and Bruce J. Stone (“Stone”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 3rd, 2010 • Aerosonic Corp /De/ • Search, detection, navagation, guidance, aeronautical sys
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into effective as of the 28th day of May 2010 by and between Aerosonic Corporation, hereinafter called the “Company,” and P. Mark Perkins, hereinafter called “Executive,” and provides as follows:
