International Electronics Inc Sample Contracts

EXHIBIT 4.6
Warrant Agreement • July 2nd, 2002 • International Electronics Inc • Communications equipment, nec • Massachusetts
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LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • November 27th, 2006 • International Electronics Inc • Communications equipment, nec • Washington

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation and with a loan production office located at One Newton Executive Park, Suite 200, 2221 Washington Street, Newton, Massachusetts 02462 (“Bank”), and INTERNATIONAL ELECTRONICS, INC., a Massachusetts corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

AGREEMENT AND PLAN OF MERGER BY AND AMONG LINEAR LLC, ACQUISITION SUB 2007-2, INC. AND INTERNATIONAL ELECTRONICS, INC. DATED AS OF MAY 14, 2007
Agreement and Plan of Merger • May 15th, 2007 • International Electronics Inc • Communications equipment, nec • Massachusetts

This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of May 14, 2007, by and among Linear LLC, a California limited liability company (“Purchaser”), Acquisition Sub 2007-2, Inc., a Massachusetts corporation and wholly-owned Subsidiary of Purchaser (“Merger Sub”), and, solely for purposes of Section 8.7 hereof, Nortek, Inc., a Delaware corporation (“Owner”), and International Electronics, Inc., a Massachusetts corporation (the “Company”).

EASTERN BANK
Demand Loan and Security Agreement • April 9th, 2002 • International Electronics Inc • Communications equipment, nec • Massachusetts
AMENDMENT NO. 2 ---------------
International Electronics Inc • November 29th, 1999 • Communications equipment, nec
LINE OF CREDIT AGREEMENT FOR THE ACQUISITION OF EQUIPMENT
Credit Agreement • April 13th, 2004 • International Electronics Inc • Communications equipment, nec • Massachusetts

We (hereinafter “Bank”) are pleased to advise you (hereinafter referred to as the “Borrower”) that Bank has established a line of credit of up to Five Hundred Thousand ($500,000.00) Dollars (hereinafter the “Credit Limit”) for Borrower to be used exclusively for the purchase of new or used equipment; subject to Bank’s periodic review. This line of credit will be subject to the following terms and conditions:

Non-Qualified Stock Option Agreement
Non-Qualified Stock Option Agreement • March 16th, 2007 • International Electronics Inc • Communications equipment, nec • Massachusetts

International Electronics, Inc., a Massachusetts corporation (the “Company”), hereby grants this th day of , to (the “Optionee”), an option to purchase a maximum of shares of its Common Stock, $0.01 par value, at the price of $ share. The option began on (the “Commencement Date”). The option has been granted on the following terms and conditions:

May 25, 2007 Dear International Electronics, Inc. Shareholder:
Merger Agreement • May 25th, 2007 • International Electronics Inc • Communications equipment, nec

We are pleased to inform you that on May 14, 2007, International Electronics, Inc. (“IEI”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Linear LLC (“Purchaser”), Acquisition Sub 2007-2, Inc. (“Merger Sub”), and Nortek, Inc.

International Electronics, Inc. Incentive Stock Option Agreement for Employees
Incentive Stock Option Agreement for Employees • March 16th, 2007 • International Electronics Inc • Communications equipment, nec • Massachusetts

International Electronics, Inc., a Massachusetts corporation (the “Company”), hereby grants this th day of , to (the “Employee”), an option to purchase a maximum of shares of its Common Stock, $0.01 par value, at the price of $ per share. The option began on (the “Commencement Date”). The option has been granted on the following terms and conditions:

AMENDMENT NO. 3 ---------------
International Electronics Inc • November 29th, 1999 • Communications equipment, nec
April 11, 2003
International Electronics Inc • July 10th, 2003 • Communications equipment, nec
NORTEK, INC. LETTERHEAD]
International Electronics Inc • May 25th, 2007 • Communications equipment, nec

This letter will confirm our agreement to retain in strict confidence all information (whether oral or written) conveyed to us regarding International Electronics, Inc. (“IEI” or “the Company”), unless such information is publicly available, was known to us prior to your disclosure, is independently developed by us through no violation of this letter, or is or becomes available to us on a nonconfidential basis from a source other than the Company, provided that such other source is not bound by a confidentiality agreement with the Company. We will use such information only in connection with our consideration of whether to purchase IEI and will not otherwise use it in our business or disclose it to others, except that we shall have the right to communicate the information to such of our directors, officers, advisors and employees (if any) who are required by their duties to have knowledge thereof, provided that each such person is informed that such information is strictly confidential

May 20, 1999
International Electronics Inc • July 13th, 1999 • Communications equipment, nec
February 26, 2004 International Electronics, Inc.
International Electronics Inc • April 13th, 2004 • Communications equipment, nec
EASTERN BANK LINE OF CREDIT AGREEMENT FOR THE ACQUISITION OF EQUIPMENT January 14, 2003
Line of Credit Agreement • April 10th, 2003 • International Electronics Inc • Communications equipment, nec • Massachusetts

We (hereinafter “Bank”) are please to advise you (hereinafter referred to as the “Borrower”) that Bank has established a line of credit of up to Five Hundred Thousand ($500,000.00) Dollars (hereinafter the “Credit Limit”) for Borrower to be used exclusively for the purchase of new or used equipment; subject to Bank’s periodic review. This line of credit will be subject to the following terms and conditions:

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CONFIDENTIAL DISCLOSURE AGREEMENT
Confidential Disclosure Agreement • March 16th, 2007 • International Electronics Inc • Communications equipment, nec • Massachusetts

This Confidential Disclosure Agreement (the “Agreement”) is dated as of the date set forth below the signatures of the parties, the last date being the effective date of this Agreement, and is between Risco, Ltd., and its affiliates which has its principal offices located in Israel and International Electronics, Inc. of 427 Turnpike Street, Canton, MA 02021. A party receiving information from the other may be referred to as the “Recipient” and the party providing such information may be referred to as the “Discloser.”

Eastern Bank
International Electronics Inc • January 12th, 2004 • Communications equipment, nec

Reference is made to our Demand Loan and Security Agreement Accounts Receivable and Inventory dated February 28, 1997, together with all amendments and additions thereto (hereinafter called the “Agreement”). Notwithstanding the provisions of the Agreement, it is agreed, effective immediately, that the Agreement shall be amended as follows:

427 TURNPIKE STREET -------------------
International Electronics Inc • November 27th, 2001 • Communications equipment, nec
LOAN MODIFICATION AGREEMENT
Loan Modification Agreement • November 27th, 2006 • International Electronics Inc • Communications equipment, nec

This Loan Modification Agreement (this “Loan Modification Agreement”) is entered into on July 13, 2006 and made effective as of May 31, 2006, by and between SILICON VALLEY BANK, a California corporation with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at One Newton Executive Park, Suite 200, 2221 Washington Street, Newton, Massachusetts 02462 (“Bank”) and INTERNATIONAL ELECTRONICS, INC., a Massachusetts corporation with offices at 427 Turnpike Street, Canton, Massachusetts 02021 (“Borrower”).

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