Summa Industries/ Sample Contracts

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RECITALS
Loan Agreement • March 17th, 1999 • Summa Industries • Plastics products, nec • California
EXHIBIT 10.1 LOAN AGREEMENT --------------
Loan Agreement • November 10th, 1997 • Summa Industries • Plastics products, nec • California
EXHIBIT 10.1 SUMMA INDUSTRIES CALNETICS ACQUISITION STOCK OPTION PLAN
Summa Industries • October 22nd, 1997 • Plastics products, nec
WITNESSETH:
Agreement • October 15th, 1996 • Summa Industries • Special industry machinery, nec
WITNESSETH:
Agreement • October 15th, 1996 • Summa Industries • Special industry machinery, nec
AMENDMENT TO
Exclusive Distributor Agreement • October 15th, 1996 • Summa Industries • Special industry machinery, nec
AMENDMENT NO. 1 EMPLOYMENT AGREEMENT
Employment Agreement • November 2nd, 1998 • Summa Industries • Plastics products, nec • California
RECITALS
Asset Purchase Agreement • October 28th, 1999 • Summa Industries • Plastics products, nec • Delaware
RECITALS
Asset Purchase Agreement • January 9th, 2002 • Summa Industries/ • Plastics products, nec • Ontario
Form of Amended and Restated Employment Agreement
Employment Agreement • November 1st, 2001 • Summa Industries/ • Plastics products, nec • California

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Agreement") is made effective as of June 1, 2001 by and between Summa Industries, a Delaware corporation (the "Company"), and [Insert A] ("Executive"), with reference to the following facts:

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ASSET PURCHASE & SALE AGREEMENT
Asset Purchase & Sale Agreement • September 30th, 2005 • Summa Industries/ • Plastics products, nec

This Asset Purchase & Sale Agreement (this “Agreement”) is made and entered into effective as of September 29, 2005 (the “Effective Date”), by and between Plastron Industries, Inc., a Delaware corporation (the “Company”), and Plastron Manufacturing Co., LLC, a Texas limited liability company (“NEWCO”).

ARTICLE IV REPRESENTATIONS AND WARRANTIES OF SHAREHOLDERS
Stock Purchase Agreement • October 16th, 2000 • Summa Industries/ • Plastics products, nec • California
SUMMA INDUSTRIES SERIES A PREFERRED STOCK & COMMON STOCK REPURCHASE AGREEMENT
Common Stock Repurchase Agreement • May 6th, 2004 • Summa Industries/ • Plastics products, nec • California

THIS SERIES A PREFERRED STOCK & COMMON STOCK REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May 3, 2004, by and among Summa Industries, a Delaware corporation (the “Company”), and the parties listed on the Schedule of Investors attached hereto as Exhibit A (each, an “Investor” and collectively, “Investors”).

RECITALS
Asset Purchase Agreement • December 7th, 2000 • Summa Industries/ • Plastics products, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER (THE “MERGER AGREEMENT”) CONTAINS CERTAIN REPRESENTATIONS AND WARRANTIES (THE “REPRESENTATIONS”) BY SUMMA INDUSTRIES (“SUMMA”) IN FAVOR OF HABASIT HOLDING AG AND ITS WHOLLY-OWNED SUBSIDIARY HABASIT HOLDING USA, INC....
Agreement and Plan of Merger • September 1st, 2006 • Summa Industries/ • Plastics products, nec • Delaware

THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of August 31, 2006, by and among HABASIT HOLDING AG, a company formed under the laws of Switzerland (“Parent”); HABASIT HOLDING USA, INC., a Delaware corporation (“Merger Sub”); and SUMMA INDUSTRIES, a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • September 7th, 2006 • Summa Industries/ • Plastics products, nec • California

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) by and between Habasit Holding USA, Inc., a Delaware corporation (the “Company”), and Trygve M. Thoresen (“Executive”), is dated as of August 31, 2006 and is effective only in the event that the merger contemplated by that certain Agreement and Plan of Merger, of even date herewith, by and among Habasit Holding AG, the Company and Summa Industries, a Delaware corporation (“Summa”) (the “Merger Agreement”), is consummated, in which case it shall be effective as of the effective time of such merger (the “Effective Time”) occurs (and in the event such merger is not consummated, this Agreement shall be null and void and of no force and effect), with reference to the following facts:

EMPLOYMENT AGREEMENT
Employment Agreement • September 7th, 2006 • Summa Industries/ • Plastics products, nec • California

In consideration of the mutual promises and agreements set forth below, HABASIT HOLDING USA, INC. (the “Company”) and JAMES R. SWARTWOUT (the “Executive”) agree to enter into this EMPLOYMENT AGREEMENT (the “Agreement”), dated as of August 31, 2006 and effective as of the closing date (the “Effective Date”) of the transactions contemplated by that certain Agreement and Plan of Merger, of even date herewith, by and among Habasit Holding AG, the Company and Summa Industries, as follows:

Amended and Restated Purchase and Sale Agreement and Joint Escrow Instructions
Purchase and Sale Agreement and Joint Escrow Instructions • June 28th, 2005 • Summa Industries/ • Plastics products, nec

THIS AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this “Agreement”) is made and entered as of the Effective Date (defined below), by and between FULLERTON HOLDINGS, INC., a California corporation (“Seller”) and OLSON URBAN HOUSING, LLC, a Delaware limited liability company (“Buyer”). This Agreement sometimes refers to Buyer and Seller individually as a “Party” and collectively as the “Parties.”

SUMMA INDUSTRIES STOCK OPTION PLAN STOCK OPTION AGREEMENT (NONSTATUTORY STOCK OPTION)
Stock Option Plan • April 4th, 2005 • Summa Industries/ • Plastics products, nec • California

This Agreement is made and entered into effective as of , by and between Summa Industries, a Delaware corporation (the “Corporation”), and (the “Optionee”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • April 8th, 2004 • Summa Industries/ • Plastics products, nec • California

This Asset Purchase Agreement (this “Agreement”) is made and entered into effective as of January 15, 2004 by and between Central Valley Manufacturing, Inc., a California corporation (“Buyer”) and wholly-owned subsidiary of Agricultural Products, Inc. (“Parent”), and R.M. Wade & Co., an Oregon corporation (“Seller”).

RECITALS
Asset Purchase Agreement • March 17th, 1999 • Summa Industries • Plastics products, nec • Delaware
CREDIT AGREEMENT
Credit Agreement • April 8th, 2004 • Summa Industries/ • Plastics products, nec • California

THIS AGREEMENT is entered into as of February 20, 2004 by and between SUMMA INDUSTRIES, a Delaware corporation (“Summa”), KVP FALCON PLASTIC BELTING, INC., a California corporation, PLASTRON INDUSTRIES, INC., a Delaware corporation, LEXALITE INTERNATIONAL CORPORATION, a Delaware corporation, CALNETICS CORPORATION, a California corporation, KVP HOLDINGS, INC., a Delaware corporation, PLASTIC SPECIALTIES, INC., a Mississippi corporation, FULLERTON HOLDINGS, INC., a California corporation, AQUARIUS BRANDS, INC., a California corporation, NY-GLASS PLASTICS, INC., a California corporation, and CENTRAL VALLEY MANUFACTURING, INC., a California corporation (Summa and the foregoing companies may be referred to collectively as “Borrowers” and individually as a “Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).

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