Altra Holdings, Inc. Sample Contracts

RECITALS
Registration Rights Agreement • September 29th, 2006 • Altra Holdings, Inc. • New York
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Exhibit 1.1 ALTRA HOLDINGS, INC. (a Delaware corporation) [10,000,000] Shares of Common Stock PURCHASE AGREEMENT Dated: [ , 2006] ALTRA HOLDINGS, INC. (a Delaware corporation) [10,000,000] Shares of Common Stock (Par Value $0.001 Per Share) PURCHASE...
Purchase Agreement • December 8th, 2006 • Altra Holdings, Inc. • General industrial machinery & equipment • New York
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RECITALS
Subscription Agreement • September 29th, 2006 • Altra Holdings, Inc. • New York
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RECITALS
Stockholders Agreement • November 3rd, 2006 • Altra Holdings, Inc. • General industrial machinery & equipment • New York
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Exhibit 1.1 ALTRA HOLDINGS, INC. (a Delaware corporation) 10,000,000 Shares of Common Stock PURCHASE AGREEMENT Dated: [ , 2006] ALTRA HOLDINGS, INC. (a Delaware corporation) 10,000,000 Shares of Common Stock Par Value $0.001 Per Share PURCHASE AGREEMENT
Altra Holdings, Inc. • December 12th, 2006 • General industrial machinery & equipment • New York
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WITNESSETH:
Restricted Stock Award Agreement • December 4th, 2006 • Altra Holdings, Inc. • General industrial machinery & equipment
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Exhibit 1.1 ALTRA HOLDINGS, INC. (a Delaware corporation) [__________] Shares of Common Stock PURCHASE AGREEMENT Dated: June [__], 2007 ALTRA HOLDINGS, INC. (a Delaware corporation) [__________] Shares of Common Stock (Par Value $0.001 Per Share)...
Purchase Agreement • June 4th, 2007 • Altra Holdings, Inc. • General industrial machinery & equipment, nec • New York
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SECOND AMENDMENT TO THE AMENDED AND RESTATED STOCKHOLDERS AGREEMENT
Stockholders Agreement • December 4th, 2006 • Altra Holdings, Inc. • General industrial machinery & equipment
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EXHIBIT 2.4 ASSET PURCHASE AGREEMENT BY AND BETWEEN BEAR LINEAR LLC, SELLER, DENNIS M. SCHREIER, ROBERT F. BAUCHIERO AND J. CHRIS ARVIDSON, COLLECTIVELY THE GUARANTORS
Asset Purchase Agreement • September 29th, 2006 • Altra Holdings, Inc. • Illinois
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INDENTURE Dated as of October 1, 2018 STEVENS HOLDING COMPANY, INC. THE GUARANTORS FROM TIME TO TIME PARTY THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee 6.125% Senior Notes due 2026
Indenture • October 1st, 2018 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • New York

INDENTURE dated as of October 1, 2018, among STEVENS HOLDING COMPANY, INC., a Delaware corporation (the “Issuer”), the Guarantors (as defined herein) from time to time party hereto and The Bank of New York Mellon Trust Company, N.A., a national banking association organized under the laws of the United States, as trustee (the “Trustee”).

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FIRST AMENDMENT TO THE AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 4th, 2006 • Altra Holdings, Inc. • General industrial machinery & equipment
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Exhibit 10.24 TRANSITION AGREEMENT This Transition Agreement (the "Agreement") is being entered into this __ day of __________, 2006 (the "Effective Date") by and between _________ and Altra Industrial Motion, Inc., its subsidiaries and affiliate...
Transition Agreement • December 4th, 2006 • Altra Holdings, Inc. • General industrial machinery & equipment • Delaware
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WITNESSETH:
Employment Agreement • December 8th, 2006 • Altra Holdings, Inc. • General industrial machinery & equipment
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CREDIT AGREEMENT dated as of November 20, 2012, among ALTRA HOLDINGS, INC. and Certain of its Subsidiaries, as Borrowers, and The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC, WELLS FARGO...
Credit Agreement • February 25th, 2013 • Altra Holdings, Inc. • General industrial machinery & equipment, nec • New York

CREDIT AGREEMENT (this “Agreement”) dated as of November 20, 2012, among ALTRA HOLDINGS, INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company from time to time party hereto pursuant to Section 2.23 (each, a “Designated Borrower” and, together with the Company, the “Borrowers” and each, a “Borrower”), the LENDERS from time to time party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

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FIRST AMENDMENT TO THE ADVISORY SERVICES AGREEMENT
Advisory Services Agreement • December 4th, 2006 • Altra Holdings, Inc. • General industrial machinery & equipment • New York
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SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 22, 2015, among ALTRA INDUSTRIAL MOTION CORP. and Certain of its Subsidiaries, as Borrowers, and The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent
Credit Agreement • February 26th, 2016 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • New York

SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of October 22, 2015, among ALTRA INDUSTRIAL MOTION CORP., a Delaware corporation (f/k/a Altra Holdings, Inc., a Delaware corporation) (the “Company”), certain Subsidiaries of the Company from time to time party hereto pursuant to Section 2.23 (each, a “Designated Borrower” and, together with the Company, the “Borrowers” and each, a “Borrower”), the LENDERS from time to time party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

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BASIC AGREEMENT BETWEEN Warner Electric, LLC and United Steelworkers and Local Union No. 3245 For Contract Years May 17, 2006 through February 1, 2009
Basic Agreement • September 29th, 2006 • Altra Holdings, Inc.
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AGREEMENT AND PLAN OF MERGER By and Among REGAL REXNORD CORPORATION, ASPEN SUB, INC. and ALTRA INDUSTRIAL MOTION CORP. Dated as of October 26, 2022
Agreement and Plan of Merger • October 27th, 2022 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • New York

This AGREEMENT AND PLAN OF MERGER, dated as of October 26, 2022 (this “Agreement”), is by and among Regal Rexnord Corporation, a Wisconsin corporation (“Parent”), Aspen Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Altra Industrial Motion Corp., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 8.12.

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AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 6, 2013, among ALTRA INDUSTRIAL MOTION CORP. and Certain of its Subsidiaries, as Borrowers, and The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN...
Credit Agreement • February 26th, 2014 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • New York

AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of December 6, 2013, among ALTRA INDUSTRIAL MOTION CORP., a Delaware corporation (f/k/a Altra Holdings, Inc., a Delaware corporation) (the “Company”), certain Subsidiaries of the Company from time to time party hereto pursuant to Section 2.23 (each, a “Designated Borrower” and, together with the Company, the “Borrowers” and each, a “Borrower”), the LENDERS from time to time party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

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ALTRA INDUSTRIAL MOTION CORP. Altra Industrial Motion Corp. 2014 Omnibus Incentive Plan Performance Share Award Agreement
Performance Share Award Agreement • February 26th, 2021 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • Delaware

This Performance Share Award Agreement (this “Agreement”), granted under the Altra Industrial Motion Corp. 2014 Omnibus Incentive Plan, as amended (the “Plan”), is effective as of «Date_of_Grant», and is made between Altra Industrial Motion Corp., a Delaware corporation (the “Company”), and «First_Name» «Last_Name» (the “Participant”). This Agreement is subject to all of the terms and conditions as set forth herein and in the Plan.

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TRANSITION SERVICES AGREEMENT
Transition Services Agreement • October 1st, 2018 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • Delaware

This Transition Services Agreement (together with the Service Schedules hereto, the “TSA”) is made as of October 1, 2018 (the “Effective Date”) by and among Fortive Corporation, a Delaware corporation (“Fox”), Stevens Holding Company, Inc., a Delaware corporation (together with its successors and assigns, “Newco”), and Altra Industrial Motion Corp., a Delaware corporation (“Ainge”).

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TRADEMARK SECURITY AGREEMENT
Trademark Security Agreement • March 9th, 2010 • Altra Holdings, Inc. • General industrial machinery & equipment, nec • New York

WHEREAS, pursuant to the terms of that certain Indenture, dated as of November 25, 2009 (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Indenture”), by and among Altra Holdings, Inc. (“Holdings”), the guarantors party thereto and the Collateral Agent, the Holders will purchase the Notes issued by Holdings;

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • November 7th, 2012 • Altra Holdings, Inc. • General industrial machinery & equipment, nec • Massachusetts

THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of November 5, 2012 (the “Effective Date”), is entered into among Altra Holdings, Inc., a Delaware corporation, (“Holdings”) Altra Industrial Motion, Inc., a Delaware owned subsidiary of Holdings (“Altra,” and together with Holdings, the “Companies”), and Christian Storch (“Executive”). This Agreement amends and restates in its entirety that certain Employment Agreement, dated as of December 14, 2007 among Holdings, Altra and the Executive. Certain capitalized terms used in this Agreement are defined in Section 12 hereof.

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PATENT SECURITY AGREEMENT
Patent Security Agreement • March 9th, 2010 • Altra Holdings, Inc. • General industrial machinery & equipment, nec • New York

WHEREAS, pursuant to the terms of that certain Indenture, dated as of November 25, 2009 (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Indenture”), by and among Altra Holdings, Inc. (“Holdings”), the guarantors party thereto and the Collateral Agent, the Holders will purchase the Notes issued by Holdings;

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INTERCREDITOR AND LIEN SUBORDINATION AGREEMENT among JPMORGAN CHASE BANK, N.A., as Senior Agent, THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee and Collateral Agent, ALTRA HOLDINGS, INC., ALTRA INDUSTRIAL MOTION, INC., and certain of...
Intercreditor and Lien Subordination Agreement • March 9th, 2010 • Altra Holdings, Inc. • General industrial machinery & equipment, nec • New York

THIS INTERCREDITOR AND LIEN SUBORDINATION AGREEMENT dated as of November 25, 2009 (this “Agreement”) is made by and among JPMORGAN CHASE BANK, N.A., as senior agent (the “Original Senior Agent”) under and pursuant to the Original Credit Agreement (as hereinafter defined), THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (“BNY Mellon”), in its capacity as collateral agent under the Indenture Agreements (as hereinafter defined) (in such capacity, the “Collateral Agent”), BNY Mellon, as Trustee under the Indenture Agreements (in such capacity, the “Trustee”), Altra Holdings, Inc., a Delaware corporation (“Parent”), Altra Industrial Motion, Inc., a Delaware corporation (“Company”), those certain subsidiaries of Company identified as Borrowers on the signature pages hereto (collectively with Company, the “Borrowers”) and those certain subsidiaries of Company identified as Guarantors on the signature pages hereto (collectively with Parent, the “Guarantors”).

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INTELLECTUAL PROPERTY CROSS-LICENSE AGREEMENT
Intellectual Property Cross-License Agreement • October 1st, 2018 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec

THIS INTELLECTUAL PROPERTY CROSS-LICENSE AGREEMENT (this “Agreement”) is made as of October 1, 2018 (the “Effective Date”) by and between Fortive Corporation, a Delaware corporation (“Fortive”), Altra Industrial Motion Corp, a Delaware corporation (“Altra”), on behalf of itself and its Subsidiaries, including Stevens Holding Company, Inc., a Delaware corporation (“Newco”) and the Direct Sales Purchasers (as defined below). Altra and Fortive are collectively referred to herein as the “Parties” and each individually referred to herein as a “Party.” Capitalized terms used herein without being defined in this Agreement shall have the respective meanings given such terms in the Separation and Distribution Agreement, dated as of March 7, 2018 (as amended, modified or supplemented from time to time in accordance with its terms, the “Distribution Agreement”), by and between Fortive, Newco and Altra.

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EMPLOYEE MATTERS AGREEMENT by and among FORTIVE CORPORATION, STEVENS HOLDING COMPANY, INC. and ALTRA INDUSTRIAL MOTION CORP. dated as of March 7, 2018
Employee Matters Agreement • May 9th, 2018 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • Delaware

This Employee Matters Agreement (this “Agreement”) is dated as of March 7, 2018, by and among Fortive Corporation, a Delaware corporation (“Fox”), Stevens Holding Company, Inc., a Delaware corporation and wholly owned Subsidiary of Fox (“Newco”), and Altra Industrial Motion Corp., a Delaware corporation (“Ainge”) (each a “Party” and together, the “Parties”).

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ALTRA INDUSTRIAL MOTION CORP. NONQUALIFIED STOCK OPTION AWARD AGREEMENT
Nonqualified Stock Option Award Agreement • July 24th, 2020 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • Delaware

THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”) is made as of «Date_of_Grant» (the “Date of Grant”), by and between Altra Industrial Motion Corp., a Delaware corporation (the “Company”), and «First_Name» «Last_Name» (the “Participant”). This Agreement is subject to all of the terms and conditions as set forth herein and in the Company’s 2014 Omnibus Incentive Plan, as amended (the “Plan”), which is incorporated herein by reference. Any capitalized term not herein defined shall have the meaning as set forth in the Plan.

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PLEDGE AND SECURITY AGREEMENT
Pledge and Security Agreement • March 9th, 2010 • Altra Holdings, Inc. • General industrial machinery & equipment, nec • New York

THIS PLEDGE AND SECURITY AGREEMENT (as it may be amended or modified from time to time, the “Security Agreement”) is entered into as of November 25, 2009 by and between ALTRA HOLDINGS, INC., a Delaware corporation (“Holdings”), ALTRA INDUSTRIAL MOTION, INC., a Delaware corporation, the other Subsidiaries of Holdings named on the signature pages hereto (each a “Grantor”, and collectively, the “Grantors”), and The Bank of New York Mellon Trust Company, N.A., in its capacity as collateral agent (the “Collateral Agent”) for the benefit of itself and the Holders.

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ALTRA INDUSTRIAL MOTION CORP. RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • July 24th, 2020 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • Delaware

THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is made as of «Date_of_Grant» (the “Date of Grant”), by and between Altra Industrial Motion Corp., a Delaware corporation (the “Company”), and «First_Name» «Last_Name» (the “Participant”). This Agreement is subject to all of the terms and conditions as set forth herein and in the Company’s 2014 Omnibus Incentive Plan (the “Plan”), as amended, which is incorporated herein by reference.

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TAX MATTERS AGREEMENT by and among Fortive Corporation, Stevens Holding Company, Inc. and Altra Industrial Motion Corp. Dated as of October 1, 2018
Tax Matters Agreement • October 1st, 2018 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec

This TAX MATTERS AGREEMENT (this “Agreement”), dated as of October 1, 2018, is by and among Fortive Corporation, a Delaware corporation (“Fox”), Stevens Holding Company, Inc., a Delaware corporation (“Newco”), and Altra Industrial Motion Corp., a Delaware corporation (“Ainge”). Each of Fox, Newco and Ainge is sometimes referred to herein as a “Party” and, collectively, as the “Parties”.

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ALTRA INDUSTRIAL MOTION CORP. RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • July 24th, 2020 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • Delaware

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) is made as of «Date_of_Grant» (the “Date of Grant”), by and between Altra Industrial Motion Corp., a Delaware corporation (the “Company”), and «First_Name» «Last_Name» (the “Participant”). This Agreement is subject to all of the terms and conditions as set forth herein and in the Company’s 2014 Omnibus Incentive Plan, as amended (the “Plan”), which is incorporated herein by reference.

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ALTRA HOLDINGS, INC. as Issuer the GUARANTORS party hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of March 7, 2011 2.75% Convertible Senior Notes due 2031
Altra Holdings, Inc. • March 7th, 2011 • General industrial machinery & equipment, nec • New York

INDENTURE dated as of March 7, 2011, among ALTRA HOLDINGS, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) each of the Guarantors party hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as trustee (the “Trustee”, as more fully set forth in Section 1.01).

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AMENDMENT NO. 1 TO CREDIT AGREEMENT AND WAIVER AND CONSENT
Credit Agreement and Waiver and Consent • February 28th, 2011 • Altra Holdings, Inc. • General industrial machinery & equipment, nec • New York

This AMENDMENT NO. 1 TO CREDIT AGREEMENT AND WAIVER AND CONSENT dated as of February 24, 2011 (this “Amendment”), is by and among ALTRA HOLDINGS, INC. (“Holdings”), ALTRA INDUSTRIAL MOTION, INC. (“Company”), the other borrowers party to the Credit Agreement referenced below (collectively with Company, the “Borrowers” and collectively with Holdings, the “Loan Parties”), JPMORGAN CHASE BANK, N.A., as sole lender under the Credit Agreement referenced below (in such capacity, the “Sole Lender”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Agent”).

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AMENDMENT NO. 2 TO CREDIT AGREEMENT AND JOINDER
Credit Agreement • February 24th, 2012 • Altra Holdings, Inc. • General industrial machinery & equipment, nec • New York

This AMENDMENT NO. 2 TO CREDIT AGREEMENT AND JOINDER dated as of November 30, 2011 (this “Amendment”), is by and among ALTRA HOLDINGS, INC. (“Holdings”), ALTRA INDUSTRIAL MOTION, INC. (“Company”), the other borrowers party to the Credit Agreement referenced below (collectively with Company, the “Borrowers” and collectively with Holdings, the “Loan Parties”), JPMORGAN CHASE BANK, N.A., as sole lender under the Credit Agreement referenced below (in such capacity, the “Sole Lender”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

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