RECITALSEmployment Agreement • November 7th, 1995 • PSC Inc • Computer peripheral equipment, nec • New York
VOTING AGREEMENT THIS VOTING AGREEMENT dated as of November 9, 1999 (the "Agreement"), is entered into by and between PSC Inc. ("PSC"), a New York corporation, and Prentice Family Partnership ("Shareholder"). W I T N E S S E T H : WHEREAS, concurrent...Voting Agreement • December 15th, 1999 • PSC Inc • Computer peripheral equipment, nec • New York
Amendment Nine and Consent and Waiver To Credit AgreementCredit Agreement • May 12th, 2000 • PSC Inc • Computer peripheral equipment, nec • New York
Amendment No. 1 to the Rights Agreement of PSC Inc. This Amendment No. 1, dated as of June 5, 2000, amends the Rights Agreement dated as of December 30, 1997 (the "Rights Agreement"), between PSC Inc., a New York corporation (the "Company"), and...Rights Agreement • June 7th, 2000 • PSC Inc • Computer peripheral equipment, nec
RECITALS --------Settlement Agreement • April 16th, 2001 • PSC Inc • Computer peripheral equipment, nec • New York
LEASE AGREEMENT by and between SCAN (OR) QRS 11-47, INC., a Delaware corporation as LANDLORDLease Agreement • May 14th, 1999 • PSC Inc • Computer peripheral equipment, nec • New York
TERMINATION AGREEMENT, dated as of July 24, 2000 (this "Agreement"), among --------- MOHAWK CORP., a Delaware corporation ("Parent"), MOHAWK ACQUISITION CORP., a New ------ York corporation and a wholly owned subsidiary of Parent ("Purchaser"), and...Termination Agreement • July 25th, 2000 • PSC Inc • Computer peripheral equipment, nec • New York
RECITALSEmployment Agreement • August 19th, 1997 • PSC Inc • Computer peripheral equipment, nec • New York
April 13, 2001 PSC Inc. PSC Scanning, Inc. 675 Basket Road Webster, New York 14580-9787 Attention: Edward Borey, President and Chief Executive Officer Elizabeth J. McDonald, Vice President and Corporate Counsel Re: PSC Scanning, Inc. Ladies and...PSC Inc • April 16th, 2001 • Computer peripheral equipment, nec
Reference is hereby made to the Securities Purchase Agreements dated July 12, 1996 (as amended, modified and supplemented, the "Securities Purchase Agreements") by and among PSC Inc. (the "Holding Company"), PSC Scanning, Inc. (the "Operating Company") and the institutional investors named therein. Capitalized terms used but not defined herein shall be given the meanings accorded to such terms in the Securities Purchase Agreements.
Exhibit 10.1 Amendment Five and Consent and Waiver To Credit AgreementCredit Agreement • August 10th, 1999 • PSC Inc • Computer peripheral equipment, nec • New York
RECITALSEmployment Agreement • April 20th, 2001 • PSC Inc • Computer peripheral equipment, nec • Oregon
WAIVER ------PSC Inc • April 20th, 2001 • Computer peripheral equipment, nec • New York
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 10th, 1999 • PSC Inc • Computer peripheral equipment, nec
THIS AGREEMENT is made as of June 2, 1998 by and between PSC Inc., a New York corporation ("PSC" or the "Company") and ROBERT C. STRANDBERG ("Executive"). RECITALSEmployment Agreement • August 10th, 1998 • PSC Inc • Computer peripheral equipment, nec • New York
Amendment Eight and Consent and Waiver To Credit AgreementCredit Agreement • February 2nd, 2000 • PSC Inc • Computer peripheral equipment, nec • New York
Amendment Six To Credit Agreement THIS AMENDMENT SIX is dated as of May 1, 1999 and is made in respect of the Credit Agreement dated as of July 12, 1996 and as amended and in effect immediately prior to the date hereof (the "Credit Agreement") by and...Credit Agreement • August 10th, 1999 • PSC Inc • Computer peripheral equipment, nec • New York
NONCOMPETITION AGREEMENT NONCOMPETITION AGREEMENT (this "Agreement") dated as of January 19, 2000, between ANDY J. STORMENT, a resident of the State of Oregon ("Shareholder"), and PSC Inc., a New York corporation ("Purchaser"). W I T N E S S E T H :...Noncompetition Agreement • May 12th, 2000 • PSC Inc • Computer peripheral equipment, nec • Oregon
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 1999 • PSC Inc • Computer peripheral equipment, nec
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made as of the 21st day of December, 1999, by and between PSC Inc., a New York corporation ("Company"), and George A. Plesko (the "Executive"). WITNESSETH: WHEREAS, Executive is being...Employment Agreement • May 12th, 2000 • PSC Inc • Computer peripheral equipment, nec • New York
AGREEMENTAgreement • August 19th, 1997 • PSC Inc • Computer peripheral equipment, nec • New York
SECOND AMENDMENT TO AGREEMENTTo Agreement • August 10th, 1999 • PSC Inc • Computer peripheral equipment, nec
AMENDED AND RESTATED CREDIT FACILITY AGREEMENT This Amended and Restated Credit Facility Agreement is made September 28, 1995 by and between MANUFACTURERS AND TRADERS TRUST COMPANY ("Bank"), a domestic corporation with an office and principal place of...Credit Facility Agreement • November 7th, 1995 • PSC Inc • Computer peripheral equipment, nec • New York
STANDARD WAREHOUSE LEASE TABLE OF CONTENTS TO STANDARD WAREHOUSE LEASE ARTICLE 1 - LEASED PREMISES, TERM AND USE Section (a)Premises..................................................1 Section...PSC Inc • March 28th, 1996 • Computer peripheral equipment, nec • Florida
IN WITNESS WHEREOF, Executive has executed this Agreement and the Company has caused this Agreement to be executed as of the date set forth above. PSC Inc.Change-in-Control/Severance Agreement • March 28th, 1997 • PSC Inc • Computer peripheral equipment, nec • New York
Amendment Two and Waiver to Credit AgreementCredit Agreement • August 19th, 1997 • PSC Inc • Computer peripheral equipment, nec • New York
N P DAVIS ESQ SERVICE AGREEMENTService Agreement • March 30th, 1999 • PSC Inc • Computer peripheral equipment, nec
EXHIBIT 10.19 Consent and Waiver to Credit Agreement As of December 8, 1997 Reference is made to the Credit Agreement dated as of July 12, 1996 and as amended and in effect immediately prior to the date hereof (the "Credit Agreement") by and among PSC...PSC Inc • March 30th, 1998 • Computer peripheral equipment, nec
Reference is made to the Credit Agreement dated as of July 12, 1996 and as amended and in effect immediately prior to the date hereof (the "Credit Agreement") by and among PSC SCANNING, INC., a Delaware corporation formerly known as SpectraScan, Inc., which is successor by merger to PSC Acquisition, Inc., (the "Borrower"), PSC INC. ("PSC"), the financial institutions party to the Credit Agreement (the "Lender Parties"), FLEET BANK as the "Initial Issuing Bank", and FLEET BANK, as administrative agent (the "Administrative Agent") under the Credit Agreement.
April 13, 2001 PSC, Inc. PSC Scanning, Inc. 675 Basket Road Webster, New York 14580-9787 Attention: Edward Borey, President and Chief Executive Officer Elizabeth J. McDonald, Vice President and Corporate Counsel Re: PSC Scanning, Inc....Credit Agreement • April 23rd, 2001 • PSC Inc • Computer peripheral equipment, nec
AGREEMENTAgreement • August 10th, 1998 • PSC Inc • Computer peripheral equipment, nec • New York
Amendment Seven and Consent and Waiver To Credit AgreementCredit Agreement • April 14th, 2000 • PSC Inc • Computer peripheral equipment, nec • New York
PSC INC. 675 Basket Road Webster, New York 14580 April 30, 1997 By Hand Delivery Mr. L. Michael Hone 4 Fawn Road Pittsford, New York 14534 Dear Mr. Hone: This letter will confirm the agreement (the "Severance Agreement") between you and PSC Inc....PSC Inc • May 14th, 1997 • Computer peripheral equipment, nec • New York
Consent and Waiver to Credit Agreement As of June 30, 1999Consent and Waiver • August 10th, 1999 • PSC Inc • Computer peripheral equipment, nec
Reference is made to the Credit Agreement dated as of July 12, 1996 and as amended and in effect immediately prior to the date hereof (the "Credit Agreement") by and among PSC SCANNING, INC., a Delaware corporation formerly known as SpectraScan, Inc., which is successor by merger to PSC Acquisition, Inc., (the "Borrower"), PSC INC. ("PSC"), the financial institutions party to the Credit Agreement (the "Lender Parties"), FLEET BANK as the "Initial Issuing Bank", and FLEET BANK, as administrative agent (the "Administrative Agent") under the Credit Agreement.
ARTICLE IAnd Waiver • January 17th, 2001 • PSC Inc • Computer peripheral equipment, nec • New York
PSC Inc. 675 Basket Road Webster, New York 14580PSC Inc • June 19th, 2000 • Computer peripheral equipment, nec
On behalf of the Board of Directors, I am pleased to inform you that PSC Inc. has entered into an Agreement and Plan of Merger (the "Merger Agreement") dated as of June 5, 2000, with two affiliates of Welch Allyn Data Collection, Inc.: Mohawk Corp. ("Parent") and Mohawk Acquisition Corp., a wholly owned subsidiary of Parent ("Purchaser"). Pursuant to the Merger Agreement, Purchaser has commenced a cash tender offer to purchase all of the outstanding (i) shares of PSC common stock for $8.45 per share, (ii) shares of PSC Series A Convertible Preferred Stock for $105.625 per share and (iii) warrants to purchase PSC common stock for $8.45 per underlying share of common stock less the exercise price, in each case net to the seller in cash. The tender offer is conditioned upon, among other things, a minimum of two-thirds of PSC's outstanding securities on a fully diluted and as converted basis being validly tendered and not withdrawn prior to the expiration of the tender offer. Provided all
RECITALSNoncompetition and Confidentiality Agreement • May 12th, 2000 • PSC Inc • Computer peripheral equipment, nec • New York
