AGREEMENTAgreement • June 2nd, 2006 • Panther Expedited Services, Inc. • Ohio
AGREEMENT by and between Panther II Transportation, Inc. (the “Company”), an Ohio corporation with its principal place of business at Seville, Ohio, and John J. Sliter, of Medina, Ohio (the “Executive”), effective as of the 27th day of July, 2005.
MASTER REAFFIRMATION AGREEMENTSecurity Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
This MASTER REAFFIRMATION AGREEMENT (this “Agreement”) is made as of this 11th day of January, 2006, by and among PTHR HOLDINGS, INC., a Delaware corporation (the “Holdings”), PANTHER II TRANSPORTATION, INC., an Ohio corporation (the “Borrower”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”; Holdings, Borrower and Panther Sub are each referred to herein individually as an “Obligor” and together as the “Obligors”) and ANTARES CAPITAL CORPORATION, a Delaware corporation, as agent ( “Agent” ) for the Lenders party to the Amended and Restated Credit Agreement described below. All capitalized terms used but not elsewhere defined herein shall have the respective meanings ascribed to such terms in the Amended and Restated Credit Agreement.
AMENDED AND RESTATED STOCKHOLDERS AGREEMENT among PTHR HOLDINGS, INC. and THE STOCKHOLDERS PARTY HERETO Dated as of January 11, 2006Stockholders Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
CONTRIBUTION AND SHARE PURCHASE AGREEMENT by and among PANTHER II TRANSPORTATION, INC. PTHR HOLDINGS, INC. PANTHER ACQUISITION, INC. and THE SHAREHOLDERS NAMED HEREIN Dated as of May 22, 2005Contribution and Share Purchase Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
This CONTRIBUTION AND SHARE PURCHASE AGREEMENT (“Agreement”) is made and entered into this 22nd day of May, 2005, by and among Panther II Transportation, Inc., an Ohio corporation (the “Company”), PTHR Holdings, Inc. a Delaware corporation (“Holdings”), Panther Acquisition, Inc., an Ohio corporation (the “ Purchaser “) and Ellen A. Amato, as trustee of the Amato FLIT Trust U/A/D 12/31/03 (the “Amato FLIT”), Craig T. Amato (“Amato”), individually and as trustee of the 1999 Craig T. Amato Grantor Retained Annuity Trust (the “ GRAT “ and together with the Amato FLIT, the “Amato Trusts ”) and Daniel K. Sokolowski (“Sokolowski”), individually and as trustee of the Daniel K. Sokolowski Revocable Trust U/A/D 2/16/98 (the “Sokolowski Revocable Trust”) (Amato, the Amato Trusts, Sokolowski and the Sokolowski Revocable Trust are sometimes collectively referred to herein as the “Shareholders”).
AMENDED & RESTATED MANAGEMENT ADVISORY AGREEMENTManagement Advisory Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
This Amended & Restated Management Advisory Agreement (this “Agreement”) was originally entered into as of the 10th day of June, 2005 by and among Panther Expedited Services, Inc., f/k/a PTHR Holdings, Inc., a Delaware corporation (“Holdings”), Panther II Transportation, Inc., an Ohio corporation (the “Company”) and Fenway Partners, LLC, a Delaware limited liability company and successor by conversion to Fenway Partners, Inc., a Delaware corporation (“Fenway”) and is hereby amended and restated as of April 6, 2009.
FIRST AMENDMENT TO FORBEARANCE AGREEMENT AND EIGHTH AMENDMENT TO CREDIT AGREEMENTForbearance Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS FIRST AMENDMENT TO FORBEARANCE AGREEMENT AND EIGHTH AMENDMENT TO CREDIT AGREEMENT (this “Agreement”), dated as of June 29, 2009, is entered by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”). PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”), ELITE TRANSPORTATION SERVICES, LLC d/b/a Elite Logistics Worldwide, an Oregon limited liability company (“Elite”), KEY TRANSPORTATION SERVICES, INC., a Texas corporation (“Integres Sub”), INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres”: Borrower, Holdings, Panther Sub, Elite, Integres Sub and Integres are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), ANTARES CAPITAL CORPORATION, as administrative agent (the “Agent”) for the several financial institutions from time to time party to the Credit Agreement described below (collec
90,000,000 CREDIT FACILITY AMENDED AND RESTATED CREDIT AGREEMENT Dated as of January 11, 2006 by and among PANTHER II TRANSPORTATION, INC., as the Borrower, ANTARES CAPITAL CORPORATION, for itself, as a Lender, and as Agent for all Lenders, GE CAPITAL...Credit Agreement • June 2nd, 2006 • Panther Expedited Services, Inc. • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (including all exhibits and schedules hereto, as the same may be amended, modified and/or restated from time to time, this “Agreement”) is entered into as of January 11, 2006, by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (the “Borrower”), ANTARES CAPITAL CORPORATION, a Delaware corporation, as agent for the several financial institutions from time to time party to this Agreement (collectively, the “Lenders” and individually each a “Lender”) and for itself as a Lender, and such other Lenders.
90,000,000 CREDIT FACILITY AMENDED AND RESTATED CREDIT AGREEMENT Dated as of January 11, 2006 by and among PANTHER II TRANSPORTATION, INC., as the Borrower, ANTARES CAPITAL CORPORATION, for itself, as a Lender, and as Agent for all Lenders, GE CAPITAL...Credit Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (including all exhibits and schedules hereto, as the same may be amended, modified and/or restated from time to time, this “Agreement”) is entered into as of January 11, 2006, by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (the “Borrower”), ANTARES CAPITAL CORPORATION, a Delaware corporation, as agent for the several financial institutions from time to time party to this Agreement (collectively, the “Lenders” and individually each a “Lender”) and for itself as a Lender, and such other Lenders.
CONSENT AND SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS CONSENT AND SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is entered into as of October 7, 2008 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”), KEY TRANSPORTATION SERVICES, INC., a Texas corporation (“Integres Sub”), INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres” ; Borrower, Holdings, Panther Sub, Integres Sub and Integres are collectively referred to herein as the “ Loan Parties” and each individually as a “Loan Party”), ANTARES CAPITAL CORPORATION, a Delaware corporation, as agent (together with its successors and assigns in such capacity, the “Agent”) for the several financial institutions from time to time party to the Credit Agreement (collectively, the “Lenders” and individually each a “Lender”), and for itself as a Lende
CONSENT, WAIVER AND FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS CONSENT, WAIVER AND FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Consent”) is entered into as of July 21, 2006 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”; Borrower, Holdings and Panther Sub are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), ANTARES CAPITAL CORPORATION, a Delaware corporation, as agent (together with its successors and assigns in such capacity, the “Agent”) for the several financial institutions from time to time party to the Credit Agreement (collectively, the “Lenders” and individually each a “Lender”), and for itself as a Lender, and such Lenders.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 24th, 2006 • Panther Expedited Services, Inc. • Trucking (no local) • Ohio
This Executive Employment Agreement (this “Agreement”) is made and entered into by and between Panther II Transportation, Inc. (the “Company”), an Ohio corporation with its principal place of business at Medina, Ohio and Andrew Clarke of Greenville, Tennessee (the “Executive”), effective as of the 23rd day of May, 2006.
FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is entered into as of May 23, 2007 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”), INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres”), KEY TRANSPORTATION SERVICES, INC., a Texas corporation (“Integres Sub”; Borrower, Holdings, Panther Sub, Integres and Integres Sub are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), ANTARES CAPITAL CORPORATION, a Delaware corporation, as agent (together with its successors and assigns in such capacity, the “Agent”) for the several financial institutions from time to time party to the Credit Agreement (collectively, the “Lenders” and individually each a “Lender”), and for itself as a Lender, and such Lend
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • June 2nd, 2006 • Panther Expedited Services, Inc.
WHEREAS, Grantor, as Borrower, has entered into an Amended and Restated Credit Agreement dated as of January 11, 2006 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), with Antares Capital Corporation, as agent (“Agent”) for the benefit of all financial institutions that from time to time become lenders under the Credit Agreement (collectively, the “Lenders”), and as a Lender, providing for extensions of credit and other financial accommodations to be made to Borrower by Lenders; and
Panther II Transportation, Inc. NOTE PURCHASE AGREEMENT Re: $25,100,000 14.0% Senior Subordinated Notes, Due July 31, 2012Note Purchase Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
FORBEARANCE AGREEMENT AND SEVENTH AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS FORBEARANCE AGREEMENT AND SEVENTH AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of April 6, 2009, is entered into by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Company”“) PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”) PANTHER II, INC., an Ohio coiporation f/k/a Sokolowski, Inc. (“Panther Sub”) ELITE TRANSPORTATION SERVICES, LLC d/b/a Elite Logistics Worldwide, an Oregon limited liability company (“Elite”) KEY TRANSPORTATION SERVICES, INC., a Texas corporation (“Integres Sub”) INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres”; Company, Holdings, Panther Sub, Elite, Integres Sub and Integres are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”) YORK STREET MEZZANINE PARTNERS L.P., YORK STREET MEZZANINE PARTNERS II, L.P., CUNA MUTUAL LIFE INSURANCE COMPANY, MEMBERS LIFE INSURANCE COMPANY, CUNA MUTUAL INSURANCE SOCIETY, CUMIS INSURAN
FORM OF WARRANT TO PURCHASE COMMON STOCK OF PANTHER EXPEDITED SERVICES, INC.Panther Expedited Services, Inc. • August 6th, 2010 • Trucking (no local) • Delaware
This certifies that in return for good and valuable consideration, receipt of which is hereby acknowledged, is entitled, subject to the terms and conditions of this Warrant (including, without limitation, the restrictions on exercise in Sections 2.1 and 2.4), to purchase from Panther Expedited Services, Inc., a Delaware corporation (the “Company”) at any time prior to 5:00 p.m. eastern time on August 31, 2019 (the “Expiration Date”) up to the Warrant Share Number of shares of Warrant Stock at a price per share equal to the Per Share Exercise Price, upon surrender of this Warrant at the principal offices of the Company, together with a duly executed subscription form in the form attached hereto as Exhibit 1 and simultaneous payment of the full Per Share Exercise Price for each share of Warrant Stock so purchased pursuant to Section 2.2 hereof. The Per Share Exercise Price and the number and character of shares of Warrant Stock purchasable under this Warrant are subject to adjustment as
CONSENT AND THIRD AMENDMENT TO NOTE PURCHASE AGREEMENTTo Note Purchase Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS CONSENT AND THIRD AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Consent”) is entered into as of March 20, 2007 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”), INTEG MERGER, INC., a Delaware corporation (“Merger Sub”); Borrower, Holdings, Panther Sub and Merger Sub are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), YORK STREET MEZZANINE PARTNERS L.P., YORK STREET MEZZANINE PARTNERS II, L.P., CUNA MUTUAL LIFE INSURANCE COMPANY, MEMBERS LIFE INSURANCE COMPANY, CUNA MUTUAL INSURANCE SOCIETY, CUMIS INSURANCE SOCIETY, INC. and the other lenders from time to time party to the Note Purchase Agreement (collectively, the “Lenders” and individually each a “Lender”).
FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is entered into as of November 29, 2007 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”), KEY TRANSPORTATION SERVICES, INC., a Texas corporation (“Integres Sub”), INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres”; Borrower, Holdings, Panther Sub, Integres Sub and Integres are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), ANTARES CAPITAL CORPORATION, a Delaware corporation, as agent (together with its successors and assigns in such capacity, the “Agent”) for the several financial institutions from time to time party to the Credit Agreement (collectively, the “Lenders” and individually each a “Lender”), and for itself as a Lender, and such
CONSENT, WAIVER AND FIRST AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS CONSENT, WAIVER AND FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Consent”) is entered into as of July 21, 2006 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”; Borrower, Holdings and Panther Sub are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), YORK STREET MEZZANINE PARTNERS L.P., YORK STREET MEZZANINE PARTNERS II, L.P., CUNA MUTUAL LIFE INSURANCE COMPANY, MEMBERS LIFE INSURANCE COMPANY, CUNA MUTUAL INSURANCE SOCIETY, CUMIS INSURANCE SOCIETY, INC. and the other lenders from time to time party to the Note Purchase Agreement (collectively, the “Lenders” and individually each a “Lender”).
ContractAcceptance and Agreement • July 24th, 2006 • Panther Expedited Services, Inc. • Trucking (no local)
THIS OPTION AND THE SHARES RECEIVED UPON EXERCISE OF THIS OPTION SHALL BE SUBJECT TO THE RIGHTS, RESTRICTIONS AND OBLIGATIONS APPLICABLE TO SUCH SECURITIES, ALL AS PROVIDED IN THE AMENDED AND RESTATED STOCKHOLDERS AGREEMENT DATED AS OF JANUARY 11, 2006 AMONG THE COMPANY AND CERTAIN OTHER PARTIES THERETO, AS AMENDED AND IN EFFECT FROM TIME TO TIME (THE “STOCKHOLDERS AGREEMENT”).
FIFTH AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS FIFTH AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Fifth Amendment”) is entered into as of November 20, 2007 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Company”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”), INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres”), KEY TRANSPORTATION SERVICES, INC ., a Texas corporation (“Integres Sub”; Company, Holdings, Panther Sub, Integres and Integres Sub are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), YORK STREET MEZZANINE PARTNERS L.P., YORK STREET MEZZANINE PARTNERS II, L .P., CUNA MUTUAL LIFE INSURANCE COMPANY, MEMBERS LIFE INSURANCE COMPANY, CUNA MUTUAL INSURANCE SOCIETY, CUMIS INSURANCE SOCIETY, INC. and the other lenders from time to time party to the Note Purchase Agreement (collectively, the “Lenders” and individually e
SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is entered into as of February 28, 2007 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”; Borrower, Holdings and Panther Sub are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), ANTARES CAPITAL CORPORATION, a Delaware corporation, as agent (together with its successors and assigns in such capacity, the “Agent”) for the several financial institutions from time to time party to the Credit Agreement (collectively, the “Lenders” and individually each a “Lender”), and for itself as a Lender, and such Lenders.
SECOND AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS SECOND AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Amendment”) is entered into as of March 14, 2007 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”; Borrower, Holdings and Panther Sub are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), YORK STREET MEZZANINE PARTNERS L.P., YORK STREET MEZZANINE PARTNERS II, L.P., CUNA MUTUAL LIFE INSURANCE COMPANY, MEMBERS LIFE INSURANCE COMPANY, CUNA MUTUAL INSURANCE SOCIETY, CUMIS INSURANCE SOCIETY, INC. and the other lenders from time to time party to the Note Purchase Agreement (collectively, the “Lenders” and individually each a “Lender”).
CONSENT AND THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS CONSENT AND THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Consent”) is entered into as of March 20, 2007 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”), INTEG MERGER, INC., a Delaware corporation (“Merger Sub”; Borrower, Holdings, Panther Sub and Merger Sub are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), ANTARES CAPITAL CORPORATION, a Delaware corporation, as agent (together with its successors and assigns in such capacity, the “Agent”) for the several financial institutions from time to time party to the Credit Agreement (collectively, the “Lenders” and individually each a “Lender”), and for itself as a Lender, and such Lenders.
CONSENT AND SIXTH AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS CONSENT AND SIXTH AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Amendment”) is entered into as of October 7, 2008 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Company”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”), INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres”), KEY TRANSPORTATION SERVICES, INC., a Texas corporation (“Integres Sub”; Company, Holdings, Panther Sub, Integres and Integres Sub are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), YORK STREET MEZZANINE PARTNERS L.P., YORK STREET MEZZANINE PARTNERS II, L.P., CUNA MUTUAL LIFE INSURANCE COMPANY, MEMBERS LIFE INSURANCE COMPANY, CUNA MUTUAL INSURANCE SOCIETY, CUMIS INSURANCE SOCIETY, INC. and the other purchasers from time to time party to the Note Purchase Agreement (collectively, the “Purchasers” and indivi
STOCKHOLDERS AGREEMENT among PTHR HOLDINGS, INC. and THE STOCKHOLDERS PARTY HERETO Dated as of June 10, 2005Stockholders Agreement • June 2nd, 2006 • Panther Expedited Services, Inc. • New York
FOURTH AMENDMENT TO NOTE PURCHASE AGREEMENTTo Note Purchase Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS FOURTH AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Fourth Amendment”) is entered into as of May 23, 2007 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Company”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc . (“Panther Sub”), INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres”), KEY TRANSPORTATION SERVICES, INC., a Texas corporation (“Integres Sub”; Company, Holdings, Panther Sub, Integres and Integres Sub are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), YORK STREET MEZZANINE PARTNERS L.P., YORK STREET MEZZANINE PARTNERS II, L.P., CUNA MUTUAL LIFE INSURANCE COMPANY, MEMBERS LIFE INSURANCE COMPANY, CUNA MUTUAL INSURANCE SOCIETY, CUMIS INSURANCE SOCIETY, INC. and the other lenders from time to time party to the Note Purchase Agreement (collectively, the “Lenders” and individually each
WAIVER AND NINTH AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS WAIVER AND NINTH AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of August 31, 2009, is entered into by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Company”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”), ELITE TRANSPORTATION SERVICES, LLC d/b/a Elite Logistics Worldwide, an Oregon limited liability company (“Elite”), KEY TRANSPORTATION SERVICES, INC., a Texas corporation (“Integres Sub”), INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres”; Company, Holdings, Panther Sub, Elite, Integres Sub and Integres are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), YORK STREET MEZZANINE PARTNERS, L.P., YORK STREET MEZZANINE PARTNERS II, L.P., CUNA MUTUAL LIFE INSURANCE COMPANY, MEMBERS LIFE INSURANCE COMPANY, CUNA MUTUAL INSURANCE SOCIETY, CUMIS INSURANCE SOCIET
WAIVER AND NINTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS WAIVER AND NINTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is entered into as of August 31, 2009 by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”), ELITE TRANSPORTATION SERVICES, LLC d/b/a Elite Logistics Worldwide, an Oregon limited liability company (“Elite”), KEY TRANSPORTATION SERVICES, INC., a Texas corporation (“Integres Sub”), INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres”; Borrower, Holdings, Panther Sub, Elite, Integres Sub and Integres are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), ANTARES CAPITAL CORPORATION, a Delaware corporation, as agent (together with its successors and assigns in such capacity, the “Agent”) for the several financial institutions from time to time
SECOND SERVICES AGREEMENTSecond Services Agreement • September 22nd, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • Ohio
This Second Services Agreement (this “Second Services Agreement”) is made as of August 25, 2010, by and between Panther II Transportation, Inc., an Ohio corporation (“Panther”), and Fusion Software, Inc., an Ohio corporation (“Fusion”).
FIRST AMENDMENT TO FORBEARANCE AGREEMENT AND EIGHTH AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS FIRST AMENDMENT TO FORBEARANCE AGREEMENT AND EIGHTH AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of June 29, 2009, is entered into by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Company”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”), ELITE TRANSPORTATION SERVICES, LLC d/b/a Elite Logistics Worldwide, an Oregon limited liability company (“Elite”), KEY TRANSPORTATION SERVICES, INC., a Texas corporation (“Integres Sub”), INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres”; Company, Holdings, Panther Sub, Elite, Integres Sub and Integres are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), YORK STREET MEZZANINE PARTNERS L.P., YORK STREET MEZZANINE PARTNERS II, L.P., CUNA MUTUAL LIFE INSURANCE COMPANY, MEMBERS LIFE INSURANCE COMPANY, CUNA MUTUAL INSURANCE
FORBEARANCE AGREEMENT AND SEVENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 6th, 2010 • Panther Expedited Services, Inc. • Trucking (no local) • New York
THIS FORBEARANCE AGREEMENT AND SEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Agreement”), dated as of April 6, 2009, is entered by and among PANTHER II TRANSPORTATION, INC., an Ohio corporation (“Borrower”), PANTHER EXPEDITED SERVICES, INC., a Delaware corporation f/k/a PTHR Holdings, Inc. (“Holdings”), PANTHER II, INC., an Ohio corporation f/k/a Sokolowski, Inc. (“Panther Sub”). ELITE TRANSPORTATION SERVICES, LLC d/b/a Elite Logistics Worldwide, an Oregon limited liability company (“Elite”). KEY TRANSPORTATION SERVICES, INC., a Texas corporation (“Integres Sub”). INTEGRES GLOBAL LOGISTICS, INC., a Delaware corporation (“Integres”; Borrower, Holdings, Panther Sub, Elite, Integres Sub and Integres are collectively referred to herein as the “Loan Parties” and each individually as a “Loan Party”), ANTARES CAPITAL CORPORATION, as administrative, agent (the “Agent”) for the several financial institutions from time to time party to the Credit Agreement described below (collectively, the “Lend
