AND COMERICA BANK, THE BANK OF NEW YORK, NATIONSBANK, N.A., AND BANK OF AMERICA ILLINOIS, AS CO-AGENTS 2Credit Agreement • March 27th, 1997 • Mascotech Inc • Motor vehicle parts & accessories • Michigan
EMPLOYMENT AGREEMENT This Agreement is made by and between Metaldyne Corporation, a Delaware corporation ("Company") and Thomas A. Amato (hereinafter "Executive") September 1, 2001 ("Effective Date"). In order to induce Executive to serve as its Vice...Employment Agreement • April 4th, 2005 • Metaldyne Corp • Motor vehicle parts & accessories • Michigan
INDENTUREIndenture • November 12th, 2004 • Metaldyne Corp • Motor vehicle parts & accessories • New York
dated as ofAgreement and Plan of Merger • December 28th, 2000 • Mascotech Inc • Motor vehicle parts & accessories • Michigan
EXHIBIT 1 AND 2 RIGHTS AGREEMENTRights Agreement • February 23rd, 1998 • Mascotech Inc • Motor vehicle parts & accessories • New York
EXHIBIT 10.18 Amendment No. 2 to Corporate Services Agreement This Amendment is made as of November 28, 2000 between Masco Corporation, a Delaware corporation ("Masco"), and MascoTech, Inc., a Delaware corporation ("MascoTech") concerning that certain...Services Agreement • December 27th, 2000 • Mascotech Inc • Motor vehicle parts & accessories
RecitalsRights Agreement • September 25th, 2000 • Mascotech Inc • Motor vehicle parts & accessories • Delaware
EXHIBIT 10.20 SHAREHOLDERS AGREEMENTShareholders Agreement • December 27th, 2000 • Mascotech Inc • Motor vehicle parts & accessories • New York
CONFORMED COPY CREDIT AGREEMENTCredit Agreement • August 14th, 2002 • Metaldyne Corp • Motor vehicle parts & accessories • New York
EXHIBIT 10.16 - EMPLOYMENT AGREEMENT BETWEEN METALDYNE CORPORATION AND TIMOTHY LEULIETTE (AS AMENDED). CHIEF EXECUTIVE OFFICER EMPLOYMENT AGREEMENT This Agreement is made by and between METALDYNE CORPORATION, a Delaware corporation ("Company") and...Employment Agreement • November 12th, 2004 • Metaldyne Corp • Motor vehicle parts & accessories • Michigan
INDENTUREMetaldyne Corp • January 14th, 2004 • Motor vehicle parts & accessories • New York
Exhibit (c)(11) AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AMENDMENT NO. 2 dated as of January 13, 1998 to the Agreement and Plan of Merger dated as of December 10, 1997 as amended by Amendment No. 1 dated as of December 15, 1997 (the...Agreement and Plan of Merger • January 14th, 1998 • Mascotech Inc • Motor vehicle parts & accessories • Delaware
Loss and Dilution Reserve Ratio' shall mean, on any day, the greater of (a) the sum of (i) 16% plus (ii) the product of (x) the average Dilution Ratio over the immediately preceding fiscal 12-month period and (y) DSO divided by 30 and (b) the sum of...Metaldyne Corp • April 1st, 2002 • Motor vehicle parts & accessories • New York
Receivable' shall mean, the indebtedness owed to a Seller by an Obligor under a Contract and rights of payment and other payment obligations, whether consti tuting an account, chattel paper, instrument, investment property or general intangible,...Metaldyne Corp • April 1st, 2002 • Motor vehicle parts & accessories • New York
KILPATRICK STOCKTON LLP EXECUTION PURCHASE AND SALE AGREEMENT Dated as of June 22, 2000Purchase and Sale Agreement • August 14th, 2000 • Mascotech Inc • Motor vehicle parts & accessories • New York
EXHIBIT 10.2 RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • December 27th, 2000 • Mascotech Inc • Motor vehicle parts & accessories • New York
Credit Default Swap" shall mean (i) the credit default swap dated as of October 18, 2001 between the Transferor and an Eligible Counterparty with respect to the payment obligations of DaimlerChrysler AG or (ii) the credit default swap dated as of...Metaldyne Corp • April 1st, 2002 • Motor vehicle parts & accessories • New York
I REPRESENTATIONS AND WARRANTIES OF MASCOPurchase Agreement • March 27th, 1998 • Mascotech Inc • Motor vehicle parts & accessories • Michigan
EXHIBIT 10.25 - CHANGE OF CONTROL AGREEMENT, DATED AUGUST 11, 2004, BETWEEN METALDYNE CORPORATION AND THOMAS CHAMBERS. CHANGE OF CONTROL AGREEMENT This Agreement is made by and between Metaldyne Corporation, a Delaware Corporation ("Company") and...Change of Control Agreement • November 12th, 2004 • Metaldyne Corp • Motor vehicle parts & accessories • Michigan
AMENDMENT NO. 1 TO AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT This Amendment is made as of October 31, 1996, between Masco Corporation, a Delaware corporation ("Masco"), and MascoTech, Inc., f/k/a Masco Industries, Inc., a Delaware corporation...Securities Purchase Agreement • November 14th, 1996 • Mascotech Inc • Motor vehicle parts & accessories
1 EXHIBIT 2.b AMENDMENT NO. 1 TO ACQUISITION AGREEMENT AMENDMENT NO. 1 (the "Amendment") dated as of January 3, 1997 among MascoTech, Inc., a Delaware corporation ("MascoTech"), MSX International, Inc., a Michigan corporation and a wholly-owned...Acquisition Agreement • January 21st, 1997 • Mascotech Inc • Motor vehicle parts & accessories • New York
EXHIBIT 10.18 - EMPLOYMENT AGREEMENT BETWEEN METALDYNE CORPORATION AND BRUCE SWIFT (AS AMENDED) EMPLOYMENT AGREEMENT This Agreement is made by and between METALDYNE CORPORATION, a Delaware corporation ("Company") and BRUCE R. SWIFT (hereinafter...Employment Agreement • November 12th, 2004 • Metaldyne Corp • Motor vehicle parts & accessories • Michigan
RECITALSEmployment Agreement • March 27th, 1998 • Mascotech Inc • Motor vehicle parts & accessories • Michigan
June 21, 2001 INCREMENTAL TERM LOAN ACTIVATION NOTICE To: The Chase Manhattan Bank, as Administrative Agent under the Credit Agreement referred to below Reference is hereby made to the Credit Agreement dated as of November 28, 2000 (as amended,...Exhibit 99 • August 14th, 2001 • Metaldyne Corp • Motor vehicle parts & accessories
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated __________, 200__ (the "Agreement"), is entered into by and among Metaldyne Corporation, a Delaware corporation (the "Company"), each of the Company's subsidiaries...Registration Rights Agreement • January 6th, 2003 • Metaldyne Corp • Motor vehicle parts & accessories • New York
EXHIBIT 10.15 STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 27th, 2000 • Mascotech Inc • Motor vehicle parts & accessories • New York
STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 11th, 2002 • Metaldyne Corp • Motor vehicle parts & accessories • Delaware
By /s/ Helmut F. Stern ---------------------------- Helmut F. Stern 3 AMENDMENT TO REGISTRATION AGREEMENTRegistration Agreement • March 27th, 1997 • Mascotech Inc • Motor vehicle parts & accessories
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated as of December 31, 2003 (the "Agreement"), is entered into by and among Metaldyne Corporation, a Delaware corporation (the "Company"), each of the Company's...Registration Rights Agreement • January 14th, 2004 • Metaldyne Corp • Motor vehicle parts & accessories • New York
terms, provided that the aggregate recourse and exposure in respect thereof shall not at any time exceed $15,000,000. (d) The definition of "Net Proceeds" in Section 1.01 is hereby amended by deleting the text "European Factoring Arrangement" in the...Execution Copy • December 27th, 2004 • Metaldyne Corp • Motor vehicle parts & accessories • New York
1 EXHIBIT 10.f AMENDMENT NO. 1 TO RECAPITALIZATION AGREEMENT THIS AMENDMENT NO. 1 to the Recapitalization Agreement dated as of August 1, 2000 (the "RECAPITALIZATION AGREEMENT") is made on October 23, 2000 by MascoTech, Inc., a Delaware corporation...Recapitalization Agreement • November 14th, 2000 • Mascotech Inc • Motor vehicle parts & accessories • Delaware
EXHIBIT 10.2 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 13th, 2003 • Metaldyne Corp • Motor vehicle parts & accessories • Delaware
AGREEMENTRelease Agreement • November 12th, 2004 • Metaldyne Corp • Motor vehicle parts & accessories
1 EXHIBIT 10.u February 28, 1995 Dear : As you know, our company's Board of Directors has adopted a Plan whereby supplemental retirement and other benefits, in addition to those provided under the Company's pension and other benefit plans, will be...Mascotech Inc • March 27th, 1998 • Motor vehicle parts & accessories
CONFORMED COPY AMENDMENT No. 1 AND AGREEMENT dated as of December 21, 2001 (this "Amendment"), with respect to the Credit Agreement dated as of November 28, 2000 (as amended, supplemented or otherwise modified from time to time, the "Credit...Conformed Copy • April 1st, 2002 • Metaldyne Corp • Motor vehicle parts & accessories • New York
