R E C I T A L S : - - - - - - - - -Agreement • November 14th, 1996 • American Precision Industries Inc • Fabricated plate work (boiler shops) • Delaware
1 EXHIBIT 10 (ii) EXECUTIVE EMPLOYMENT AGREEMENT ------------------------------ This AGREEMENT, effective as of July 1, 1997, is by and between KURT WIEDENHAUPT (the "Executive") and AMERICAN PRECISION INDUSTRIES INC (the "Company"). 1. EMPLOYMENT....Employment Agreement • November 12th, 1997 • American Precision Industries Inc • Fabricated plate work (boiler shops) • Delaware
AMENDMENT NO. 2 TO CREDIT AGREEMENT DATED MARCH 29, 1996, AS AMENDEDCredit Agreement • November 12th, 1997 • American Precision Industries Inc • Fabricated plate work (boiler shops) • New York
Warrant Certificate No. 1 Warrant to Purchase 3,077 Shares WARRANT AGREEMENT Dated as of January 1, 1998 To Subscribe for and Purchase Common Stock of AMERICAN PRECISION INDUSTRIES INC. THIS CERTIFIES THAT, for value received, DECISION PROCESSES...Warrant Agreement • March 31st, 1999 • American Precision Industries Inc • Fabricated plate work (boiler shops)
FIRST AMENDMENT TO THE AMENDED AND RESTATED RIGHTS AGREEMENTRights Agreement • March 30th, 2000 • American Precision Industries Inc • Fabricated plate work (boiler shops) • Delaware
BETWEEN -Credit Agreement • September 8th, 1998 • American Precision Industries Inc • Fabricated plate work (boiler shops) • New York
EXHIBIT 42 AMENDMENT TO ------------ CHANGE IN CONTROL AGREEMENT --------------------------- AGREEMENT by and between American Precision Industries Inc., a Delaware corporation (the "Company"), with offices at 2777 Walden Avenue, Buffalo, New York...Control Agreement • February 24th, 2000 • American Precision Industries Inc • Fabricated plate work (boiler shops)
BY AND AMONGAsset Purchase Agreement • February 5th, 1999 • American Precision Industries Inc • Fabricated plate work (boiler shops)
AMENDMENT TO RIGHTS AGREEMENTRights Agreement • February 5th, 1999 • American Precision Industries Inc • Fabricated plate work (boiler shops) • Delaware
EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN (as restated)American Precision Industries Inc • August 12th, 1999 • Fabricated plate work (boiler shops) • New York
1 APPENDIX A AMENDED AND RESTATED STOCK PURCHASE AGREEMENT BY AND AMONG INTER SCAN HOLDING LTD., PORTESCAP AND API PORTESCAP INC., AMERICAN PRECISION INDUSTRIES INC. DATED JULY 3, 1997 2 TABLE OF CONTENTSStock Purchase Agreement • July 23rd, 1997 • American Precision Industries Inc • Fabricated plate work (boiler shops) • Delaware
1 EXHIBIT 10(vi) AMENDMENT TO LIFE INSURANCE SPLIT-DOLLAR AGREEMENTSplit-Dollar Agreement • November 14th, 1996 • American Precision Industries Inc • Fabricated plate work (boiler shops)
1 EXHIBIT 10-D LIFE INSURANCE SPLIT-DOLLAR AGREEMENT (Second Restatement) AGREEMENT by and between AMERICAN PRECISION INDUSTRIES INC., a Delaware corporation with its principal office at 2777 Walden Avenue, Buffalo, New York 14225 (the "Company"), and...Dollar Agreement • August 12th, 1999 • American Precision Industries Inc • Fabricated plate work (boiler shops) • New York
EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN (as restated)American Precision Industries Inc • November 14th, 1996 • Fabricated plate work (boiler shops) • New York
EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN (as restated)Executive Supplemental Retirement Plan • February 24th, 2000 • American Precision Industries Inc • Fabricated plate work (boiler shops) • New York
TOAgreement • November 14th, 1996 • American Precision Industries Inc • Fabricated plate work (boiler shops)
AMENDMENT TO EXECUTIVE SUPPLEMENTAL RETIREMENT PLANSupplemental Retirement Plan • February 24th, 2000 • American Precision Industries Inc • Fabricated plate work (boiler shops)
1 EXHIBIT 10(ii) CHANGE IN CONTROL AGREEMENT --------------------------- AGREEMENT by and between American Precision Industries Inc., a Delaware corporation (the "Company"), with offices at 2777 Walden Avenue, Buffalo, New York 14225 and KURT...Control Agreement • November 14th, 1996 • American Precision Industries Inc • Fabricated plate work (boiler shops) • Delaware
1 EXHIBIT 10(i) CHANGE IN CONTROL AGREEMENT --------------------------- AGREEMENT by and between American Precision Industries Inc., a Delaware corporation (the "Company"), with offices at 2777 Walden Avenue, Buffalo, New York 14225...Change in Control Agreement • November 14th, 1996 • American Precision Industries Inc • Fabricated plate work (boiler shops) • Delaware
EXHIBIT 44 CHANGE IN CONTROL AGREEMENT --------------------------- AGREEMENT by and between American Precision Industries Inc., a Delaware corporation (the "Company"), with offices at 2777 Walden Avenue, Buffalo, New York 14225 and MARK E. WOOD (the...Change in Control Agreement • February 24th, 2000 • American Precision Industries Inc • Fabricated plate work (boiler shops) • Delaware
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 5th, 1999 • American Precision Industries Inc • Fabricated plate work (boiler shops) • New York
EXHIBIT 43 CHANGE IN CONTROL AGREEMENT --------------------------- AGREEMENT by and between American Precision Industries Inc., a Delaware corporation (the "Company"), with offices at 2777 Walden Avenue, Buffalo, New York 14225 and DEBORAH K....Change in Control Agreement • February 24th, 2000 • American Precision Industries Inc • Fabricated plate work (boiler shops) • Delaware
EXHIBIT 8 CONSULTING AGREEMENT -------------------- AGREEMENT by and between Danaher Corporation, a Delaware corporation (the "Company") and Kurt Wiedenhaupt (the "Consultant"), dated as of the 15th day of February, 2000. WHEREAS, pursuant to that...Exhibit 8 • February 24th, 2000 • American Precision Industries Inc • Fabricated plate work (boiler shops) • Delaware
RECITALS --------2 Share Purchase Agreement • February 14th, 1997 • American Precision Industries Inc • Fabricated plate work (boiler shops)
AMENDMENT TO EXECUTIVE SUPPLEMENTAL RETIREMENT PLANAmerican Precision Industries Inc • August 12th, 1999 • Fabricated plate work (boiler shops)
LIFE INSURANCE SPLIT-DOLLAR AGREEMENT (as restated)Split-Dollar Agreement • November 14th, 1996 • American Precision Industries Inc • Fabricated plate work (boiler shops) • New York
