Houston Wire & Cable CO Sample Contracts

HOUSTON WIRE & CABLE COMPANY, as Guarantor and HWC WIRE & CABLE COMPANY, as Borrower FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Dated as of October 1, 2015 CERTAIN FINANCIAL INSTITUTIONS, as Lenders and BANK OF AMERICA, N.A., as Agent
Loan and Security Agreement • October 2nd, 2015 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

THIS FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (“Agreement”) is dated as of October 1, 2015, among HWC WIRE & CABLE COMPANY, a Delaware corporation (“Borrower Agent”) with its chief executive office and principal place of business at 10201 North Loop East, Houston, Texas 77029, each of the Domestic Subsidiaries of Borrower Agent that are or become borrower parties thereto (including Borrower Agent, individually a “Borrower” and collectively, “Borrowers”), the financial institutions party to this Agreement from time to time as lenders (collectively, “Lenders”), and BANK OF AMERICA, N.A., a national banking association, as agent for the Lenders (“Agent”).

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AGREEMENT AND PLAN OF MERGER By and Among Omni Cable, LLC, OCDFH Acquisition Sub Inc. and Houston Wire & Cable Company Dated as of March 24, 2021
Agreement and Plan of Merger • March 25th, 2021 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Delaware

This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of March 24, 2021 by and among Houston Wire & Cable Company, a Delaware corporation (the “Company”), Omni Cable, LLC, a Pennsylvania limited liability company (“Parent”), and OCDFH Acquisition Sub Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 8.14 hereof.

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RIGHTS AGREEMENT dated as of May 18, 2009 between HOUSTON WIRE & CABLE COMPANY and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Rights Agent
Rights Agreement • May 19th, 2009 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • New York

AGREEMENT (the “Agreement”) dated as of May 18, 2009, between Houston Wire & Cable Company, a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as Rights Agent (the “Rights Agent”),

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HOUSTON WIRE & CABLE COMPANY 8,500,000 Shares of Common Stock1 UNDERWRITING AGREEMENT
Houston Wire & Cable CO • May 31st, 2006 • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois
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EXECUTIVE SECURITIES AGREEMENT
Executive Securities Agreement • May 1st, 2006 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

This Executive Securities Agreement ("Agreement") is made as of September 11, 1997 by and among HWC Holding Corporation, a Delaware corporation (the "Company"), Nicol G. Graham ("Executive") and Code, Hennessy & Simmons II, L.P., a Delaware limited partnership ("CHS").

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THIRD AMENDED AND RESTATED GUARANTY
Guaranty • October 2nd, 2015 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

This THIRD AMENDED AND RESTATED GUARANTY (the “Guaranty”), dated as of October 1, 2015, is made by Houston Wire & Cable Company, a Delaware corporation (the “Guarantor”), in favor of Bank of America, N.A., a national banking association, as agent (“Agent”), for the benefit of the Agent and each of the Lenders from time to time parties to the hereinafter defined Loan Agreement (“Lenders”).

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AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 29th, 2017 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Texas

THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of January 1, 2017, by and between James L. Pokluda, III (the “Executive”) and Houston Wire & Cable Company, a Delaware corporation (the “Company”).

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HOUSTON WIRE & CABLE COMPANY, as Guarantor and HWC WIRE & CABLE COMPANY, as Borrower
Loan and Security Agreement • October 5th, 2011 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

THIS THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (“Agreement”) is dated as of September 30, 2011, among HWC WIRE & CABLE COMPANY, a Delaware corporation (“Borrower Agent”) with its chief executive office and principal place of business at 10201 North Loop East, Houston, Texas 77029, each of the Domestic Subsidiaries of Borrower Agent that are or become borrower parties thereto (individually a “Borrower” and collectively, “Borrowers”), the financial institutions party to this Agreement from time to time as lenders (collectively, “Lenders”), and BANK OF AMERICA, N.A., a national banking association, as agent for the Lenders (“Agent”).

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UNDERWRITING AGREEMENT
Underwriting Agreement • March 26th, 2007 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois
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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 14th, 2007 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 20, 2006, between CODE, HENNESSY & SIMMONS II, L.P., a Delaware limited partnership (“Code”), and HOUSTON WIRE & CABLE COMPANY, a Delaware corporation (the “Company”).

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Unaudited Pro Forma Combined Financial Information
Forma Combined Financial Information • October 20th, 2017 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies

On October 3, 2016, HWC Wire & Cable Company (the “Buyer”) a subsidiary of Houston Wire & Cable Company, (the “Company” or “HWC”), entered into a Stock Purchase Agreement, (the “Purchase Agreement”), between Buyer and DXP Enterprises, Inc. (“DXP”). Pursuant to the Purchase Agreement, the Buyer acquired all of the issued and outstanding shares of common stock of Vertex Corporate Holdings, Inc. and its subsidiaries (“Vertex”) from DXP (the “Acquisition”). Vertex is engaged in the wholesale distribution of industrial fasteners.

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TWELFTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 20th, 2007 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

TWELFTH AMENDMENT, dated as of August 3, 2007 to the Amended and Restated Loan and Security Agreement, dated as of May 22, 2000, among HWC Wire & Cable Company (formerly known as Houston Wire & Cable Company) (“Borrower”), the lenders named therein (“Lenders”) and Bank of America, N.A. (“Bank of America”) as successor-in-interest to Fleet Capital Corporation, as agent for said Lenders (Bank of America, in such capacity, “Agent”). Said Amended and Restated Loan and Security Agreement, as amended by a certain First Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated as of July 13, 2000, by a certain Second Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated May 30, 2001, by a certain Third Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated October 22, 2001, by a certain Fourth Amendment to Amended and Restated Loan and

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HOUSTON WIRE & CABLE COMPANY 2017 STOCK PLAN PERFORMANCE STOCK UNIT AWARD AGREEMENT
Performance Stock Unit Award Agreement • November 8th, 2019 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Delaware

A Performance Stock Unit (“PSU”) Award (the “Award”) is hereby granted by Houston Wire & Cable Company, a Delaware corporation (the “Company”), to the Key Employee named below (the “Grantee”), relating to the Common Stock of the Company:

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HOUSTON WIRE & CABLE COMPANY 2017 STOCK PLAN STOCK APPRECIATION RIGHT AWARD AGREEMENT FOR KEY EMPLOYEES
Stock Plan Stock Appreciation Right Award Agreement for Key Employees • August 8th, 2017 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Delaware

A Stock Appreciation Right (“SAR”) Award (the “Award”) is hereby granted by Houston Wire & Cable Company, a Delaware corporation (the “Company”), to the Key Employee named below (the “Grantee”) relating to the Common Stock of the Company.

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SEVENTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 24th, 2006 • Houston Wire & Cable CO • Illinois

SEVENTH AMENDMENT, dated as of December 14, 2005 to the Amended and Restated Loan and Security Agreement, dated as of May 22, 2000, among Houston Wire & Cable Company ("Borrower"), the lenders named therein ("Lenders") and Bank of America, N.A. ("Bank of America") as successor-in-interest to Fleet Capital Corporation, as agent for said Lenders (Bank of America, in such capacity, "Agent"). Said Amended and Restated Loan and Security Agreement, as amended by a certain First Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated as of July 13, 2000, by a certain Second Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated May 30, 2001, by a certain Third Amendment to Amended and Restated Loan and Security Agreement by and among Borrowers, Lenders and Agent dated October 22, 2001, by a certain Fourth Amendment to Amended and Restated Loan and Security Agreement by and among Borrower

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FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 24th, 2006 • Houston Wire & Cable CO • Illinois

FIRST AMENDMENT, dated as of July 13, 2000 to the Amended and Restated Loan and Security Agreement, dated as of May 22, 2000, among Houston Wire & Cable Company ("Borrower"), the lenders named therein ("Lenders") and Fleet Capital Corporation, as Agent (the "Loan Agreement"). The terms used herein and not otherwise defined shall have the meanings attributed to them in the Loan Agreement.

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HOUSTON WIRE & CABLE COMPANY 2006 STOCK PLAN (As Amended and Restated Effective March 1, 2015) RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS
Restricted Stock Unit Award Agreement • August 6th, 2015 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Delaware

A Restricted Stock Unit (“RSU”) Award (the “Award”) is hereby granted by Houston Wire & Cable Company, a Delaware corporation (the “Company”), to the non-employee Director named below (the “Grantee”), relating to the Common Stock of the Company:

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SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 24th, 2006 • Houston Wire & Cable CO • Illinois

SECOND AMENDMENT, dated as of May 30, 2001 to the Amended and Restated Loan and Security Agreement, dated as of May 22, 2000, among Houston Wire & Cable Company ("Borrower"), the lenders named therein ("Lenders") and Fleet Capital Corporation, as Agent. Said Amended and Restated Loan and Security Agreement, as amended by a certain First Amendment to Amended and Restated Loan and Security Agreement dated as of June 13, 2000 and as it may be further amended, is hereinafter referred to as the "Loan Agreement." The terms used herein and not otherwise defined shall have the meanings attributed to them in the Loan Agreement.

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STOCK PURCHASE AGREEMENT between DXP Enterprises, Inc. and HWC wire & cable company dated as of October 3, 2016
Stock Purchase Agreement • October 5th, 2016 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Texas

This Stock Purchase Agreement (this “Agreement”), dated as of October 3, 2016, is entered into between DXP Enterprises, Inc., a Texas corporation (“Seller”), and HWC Wire & Cable Company, a Delaware corporation (“Buyer”).

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RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 3rd, 2011 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

THIRD AMENDMENT, dated as of April 27, 2011, to the Second Amended and Restated Loan and Security Agreement, dated as of September 21, 2009, among HWC Wire & Cable Company (“Borrower”), the lenders or lender named therein (“Lenders”) and Bank of America, N.A. (“Bank of America”) as agent for said Lenders (Bank of America, in such capacity, “Agent”). Said Second Amended and Restated Loan and Security Agreement, as amended and modified and as may be further amended and modified from time to time, is hereinafter referred to as the “Loan Agreement.” The terms used herein and not otherwise defined shall have the meanings attributed to them in the Loan Agreement.

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FIRST AMENDMENT TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 12th, 2020 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies

THIS FIRST AMENDMENT TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of March 11, 2020 by and between James L. Pokluda, III (the “Executive”) and Houston Wire & Cable Company, a Delaware corporation (the “Company”), with respect to the Amended and Restated Executive Employment Agreement, dated as of January 1, 2017 by and between the Executive and the Company (the “Employment Agreement”).

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HOUSTON WIRE & CABLE COMPANY 2006 STOCK PLAN (As Amended and Restated Effective March 1, 2015) STOCK AWARD AGREEMENT FOR KEY EMPLOYEES
Stock Award Agreement • August 6th, 2015 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Delaware

A Stock Award (the “Award”) is hereby granted by Houston Wire & Cable Company, a Delaware corporation (the “Company”), to the Key Employee named below (the “Grantee”), relating to the Common Stock of the Company:

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THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • December 12th, 2019 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

THIRD AMENDMENT, dated as of December 10, 2019, to the Fourth Amended and Restated Loan and Security Agreement, dated as of October 1, 2015, among HWC Wire & Cable Company (“Borrower Agent”), PFI, LLC (as successor by merger to Vertex Corporate Holdings, Inc. and Vertex-PFI, Inc.) (“PFI, LLC” and together with Borrower Agent, individually a “Borrower” and collectively “Borrowers”), Houston Wire & Cable Company (“Guarantor”), the lenders or lender named therein (“Lenders”) and Bank of America, N.A. (“Bank of America”), as agent for said Lenders (Bank of America, in such capacity, “Agent”). Said Fourth Amended and Restated Loan and Security Agreement, as amended by that certain First Amendment to Fourth Amended and Restated Loan and Security Agreement dated as of October 3, 2016, as amended by that certain Second Amendment to Fourth Amended and Restated Loan and Security Agreement dated as of March 12, 2019, as hereby amended and modified by this Third Amendment to Fourth Amended and Res

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Houston Wire & Cable Company Executes Second Amended and Restated Loan Security Agreement
Security Agreement • September 24th, 2009 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies

Houston, TX—September 23, 2009 – Houston Wire & Cable Company (NASDAQ: HWCC) (the “Company”) through its wholly owned subsidiary, HWC Wire & Cable Company (the “Borrower”) announced the execution of the Second Amended and Restated Loan Security Agreement (Loan Agreement) dated September 21, 2009.

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TENTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • November 7th, 2006 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

TENTH AMENDMENT, dated as of November 3, 2006 to the Amended and Restated Loan and Security Agreement, dated as of May 22, 2000, among HWC Wire & Cable Company (formerly known as Houston Wire & Cable Company) (“Borrower”), the lenders named therein (“Lenders”) and Bank of America, N.A. (“Bank of America”) as successor-in-interest to Fleet Capital Corporation, as agent for said Lenders (Bank of America, in such capacity, “Agent”). Said Amended and Restated Loan and Security Agreement, as amended by a certain First Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated as of July 13, 2000, by a certain Second Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated May 30, 2001, by a certain Third Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated October 22, 2001, by a certain Fourth Amendment to Amended and Restated Loan and

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FIFTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 24th, 2006 • Houston Wire & Cable CO • Illinois

FIFTH AMENDMENT, dated as of November 19, 2003 to the Amended and Restated Loan and Security Agreement, dated as of May 22, 2000, among Houston Wire & Cable Company ("Borrower"), the lenders named therein ("Lenders") and Fleet Capital Corporation ("FCC" as agent for said Lenders (FCC, in such capacity, "Agent"). Said Amended and Restated Loan and Security Agreement, as amended by a certain First Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated as of July 13, 2000, by a certain Second Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated May 30, 2001, by a certain Third Amendment to Amended and Restated Loan and Security Agreement by and among Borrowers, Lenders and Agent dated October 22, 2001 and by a certain Fourth Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated December 31, 2002 and as it may be further amende

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NINTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • June 13th, 2006 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

NINTH AMENDMENT, dated as of May 23, 2006 to the Amended and Restated Loan and Security Agreement, dated as of May 22, 2000, among HWC Wire & Cable Company (formerly known as Houston Wire & Cable Company) ("Borrower"), the lenders named therein ("Lenders") and Bank of America, N.A. ("Bank of America") as successor-in-interest to Fleet Capital Corporation, as agent for said Lenders (Bank of America, in such capacity, "Agent"). Said Amended and Restated Loan and Security Agreement, as amended by a certain First Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated as of July 13, 2000, by a certain Second Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated May 30, 2001, by a certain Third Amendment to Amended and Restated Loan and Security Agreement by and among Borrowers, Lenders and Agent dated October 22, 2001, by a certain Fourth Amendment to Amended and Restated Loan and Se

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FIRST AMENDMENT TO THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 8th, 2014 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

FIRST AMENDMENT, dated as of March 13, 2014, to the Third Amended and Restated Loan and Security Agreement, dated as of September 30, 2011, among HWC Wire & Cable Company (“Borrower”), Houston Wire & Cable Company (“Guarantor”) the lenders or lender named therein (“Lenders”) and Bank of America, N.A. (“Bank of America”) as agent for said Lenders (Bank of America, in such capacity, “Agent”). Said Third Amended and Restated Loan and Security Agreement, as amended and modified and as may be further amended and modified from time to time, is hereinafter referred to as the “Loan Agreement.” The terms used herein and not otherwise defined shall have the meanings attributed to them in the Loan Agreement.

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SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 3rd, 2011 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

SECOND AMENDMENT, dated as of August 9, 2010 to the Second Amended and Restated Loan and Security Agreement, dated as of September 21, 2009, among HWC Wire & Cable Company, Southwest Wire Rope, LP, Southwest Wire Rope GP LLC, and Southern Wire, LLC (collectively, “Borrower”), the lenders or lender named therein (“Lenders”) and Bank of America, N.A. (“Bank of America”) as agent for said Lenders (Bank of America, in such capacity, “Agent”) and Houston Wire & Cable Company (“Guarantor”). Said Second Amended and Restated Loan and Security Agreement, as amended and modified and as may be further amended and modified from time to time, is hereinafter referred to as the “Loan Agreement.” The terms used herein and not otherwise defined shall have the meanings attributed to them in the Loan Agreement.

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HOUSTON WIRE & CABLE COMPANY (As Amended as of May 9, 2011) RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS
Restricted Stock Unit Award Agreement • August 17th, 2011 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Delaware

A Restricted Stock Unit (RSU) Award (the “Award”) granted by Houston Wire & Cable Company, a Delaware corporation (the “Company”), to the non-employee Director named in the attached Award letter (the “Grantee”), relating to the common stock, par value $.001 per share (the “Common Stock”), of the Company, shall be subject to the following terms and conditions and the provisions of the Houston Wire & Cable Company 2006 Stock Plan, as amended as of May 9, 2011 (the “Plan”), a copy of which is attached hereto and the terms of which are hereby incorporated by reference:

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TERMINATION AGREEMENT
Termination Agreement • March 24th, 2006 • Houston Wire & Cable CO • Delaware

This Termination Agreement ("Termination Agreement") is entered into on March 23, 2006 by and between HWC Wire & Cable (formerly known as Houston Wire & Cable Company), a Delaware corporation ("Company"), and CHS Management II, L.P., a Delaware limited partnership ("CHS").

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ELEVENTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 1st, 2007 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

ELEVENTH AMENDMENT, dated as of July 31, 2007 to the Amended and Restated Loan and Security Agreement, dated as of May 22, 2000, among HWC Wire & Cable Company (formerly known as Houston Wire & Cable Company) (“Borrower”), the lenders named therein (“Lenders”) and Bank of America, N.A. (“Bank of America”) as successor-in-interest to Fleet Capital Corporation, as agent for said Lenders (Bank of America, in such capacity, “Agent”). Said Amended and Restated Loan and Security Agreement, as amended by a certain First Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated as of July 13, 2000, by a certain Second Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated May 30, 2001, by a certain Third Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated October 22, 2001, by a certain Fourth Amendment to Amended and Restated Loan and

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SECOND AMENDMENT TO THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • November 6th, 2014 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

SECOND AMENDMENT, dated as of November 3, 2014, to the Third Amended and Restated Loan and Security Agreement, dated as of September 30, 2011, among HWC Wire & Cable Company (“Borrower”), Houston Wire & Cable Company (“Guarantor”), the lenders or lender named therein (“Lenders”) and Bank of America, N.A. (“Bank of America”), as agent for said Lenders (Bank of America, in such capacity, “Agent”). Said Third Amended and Restated Loan and Security Agreement, as amended and modified by that certain First Amendment to Third Amended and Restated Loan and Security Agreement by and among Borrower, Guarantor, Lenders and Agent and as may be further amended and modified from time to time, is hereinafter referred to as the “Loan Agreement.” The terms used herein and not otherwise defined shall have the meanings attributed to them in the Loan Agreement.

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INVESTOR SECURITIES AGREEMENT
Investor Securities Agreement • May 1st, 2006 • Houston Wire & Cable CO • Wholesale-electrical apparatus & equipment, wiring supplies • Illinois

This Investor Securities Agreement ("Agreement") is made as of May 22, 1997 by and among Code, Hennessy & Simmons II, L.P., a Delaware limited partnership ("CHS"), HWC Holding Corporation, a Delaware corporation (the "Company") and the other investors executing counterparts of this Agreement.

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THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 24th, 2006 • Houston Wire & Cable CO • Illinois

THIRD AMENDMENT, dated as of October 22, 2001 to the Amended and Restated Loan and Security Agreement, dated as of May 22, 2000, among Houston Wire & Cable Company ("Borrower"), the lenders named therein ("Lenders") and Fleet Capital Corporation ("FCC" as agent for said Lenders (FCC, in such capacity, "Agent"). Said Amended and Restated Loan and Security Agreement, as amended by a certain First Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated as of June 13, 2000, and by a certain Second Amendment to Amended and Restated Loan and Security Agreement by and among Borrower, Lenders and Agent dated May 30, 2001 and as it may be further amended, is hereinafter referred to as the "Loan Agreement." The terms used herein and not otherwise defined shall have the meanings attributed to them in the Loan Agreement.

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