EMPLOYMENT AGREEMENT AGREEMENT made as of the 24th day of October 1997 by and between DISC GRAPHICS, INC., a Delaware corporation (the "Company") and Jeffrey J. Bowe, an individual residing at________________ (hereinafter called the "Employee"). W I T...Employment Agreement • March 31st, 1998 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
EXHIBIT 2.1 ASSET PURCHASE AGREEMENT by and among DISC GRAPHICS, INC., as Purchaser, CONTEMPORARY COLOR GRAPHICS, INC., as Seller,Asset Purchase Agreement • July 16th, 1999 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
EXHIBIT 2.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE "ACT") OR THE SECURITIES LAWS OF ANY STATE. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF...Disc Graphics Inc /De/ • July 16th, 1999 • Converted paper & paperboard prods (no contaners/boxes) • New York
Security Agreement Security Agreement dated February 26, 1997 between Disc Graphics, Inc., a Delaware corporation, 10 Gilpin Avenue, Hauppauge, New York 11788 (the "Company") and KeyBank National Association, a national banking association with...Security Agreement • March 31st, 1997 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
STOCK OPTION AGREEMENT ---------------------- AGREEMENT made the 24th day of October 1997, between Disc Graphics, Inc., a Delaware corporation, (hereinafter called the "Company") and Jeffrey J. Bowe, residing at 7752 Chesapeake West Drive,...Stock Option Agreement • March 31st, 1998 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes)
RECITALS: --------Credit Agreement • March 7th, 2000 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
betweenCredit Agreement • March 31st, 1997 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
1 EXCHANGE AGENT AGREEMENTExchange Agent Agreement • July 11th, 1997 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
10,000,000 AMENDED AND RESTATED CREDIT AGREEMENT December 1, 1998Credit Agreement • March 15th, 1999 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
EXHIBIT 2.3 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE "ACT") OR THE SECURITIES LAWS OF ANY STATE. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF...Disc Graphics Inc /De/ • July 16th, 1999 • Converted paper & paperboard prods (no contaners/boxes) • New York
RECITALSAssignment and Assumption • March 7th, 2000 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes)
ASSET PURCHASE AGREEMENT Dated as of September 19, 1997 By and Between Benham Press, Inc.Asset Purchase Agreement • March 31st, 1998 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
RECITALSSecurity Agreement • July 16th, 1999 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
EXHIBIT 10.17 SECOND AMENDMENT TO COMMERCIAL LEASE FOR VALUABLE CONSIDERATION, the adequacy and receipt of which is hereby acknowledged, that certain Commercial Lease dated May 17, 1996 ("Lease") entered into by and between the William S. Pine and...Disc Graphics Inc /De/ • March 7th, 2000 • Converted paper & paperboard prods (no contaners/boxes)
MORTGAGE AND SECURITY AGREEMENT THIS MORTGAGE AND SECURITY AGREEMENT, dated January 16, 1998 from Disc Graphics, Inc., 10 Gilpin Avenue, Hauppauge, New York 11788 ("Mortgagor") to KeyBank National Association, a national banking association, 1377...Mortgage and Security Agreement • March 31st, 1998 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes)
EXHIBIT 10.18 LEASE EXTENSION AND EXPANSION AGREEMENT THIS AGREEMENT made the 17th day of February, 2000, between KERZNER ASSOCIATES LIMITED, a Limited Partnership, having an office at 4 Corporate Drive, Cranbury, New Jersey 08512-3610 (Landlord) and...Lease Extension and Expansion Agreement • March 7th, 2000 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes)
WITNESSETH:1 Agreement • July 11th, 1997 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
AGREEMENT OF AMENDMENTDisc Graphics Inc /De/ • July 16th, 1999 • Converted paper & paperboard prods (no contaners/boxes)
AGREEMENT AND PLAN OF MERGER by and between DISC GRAPHICS, INC. and DG ACQUISITION CORP. Dated as of September 6, 2002Agreement and Plan of Merger • September 12th, 2002 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
THIS AGREEMENT AND PLAN OF MERGER, dated as of September 6, 2002 (this "Agreement"), by and between DISC GRAPHICS, INC., a Delaware corporation (the "Company"), and DG ACQUISITION CORP., a Delaware corporation ("DGAC").
EXHIBIT 10.2 DATE: May 20, 1998 Mr. Donald Sinkin Disc Graphics, Inc. 10 Gilpin Avenue Hauppauge, NY 11788 Re: Exchange of Warrants Dear Mr. Sinkin: This letter will serve to confirm the agreement of the undersigned and Disc Graphics, Inc. (the...Disc Graphics Inc /De/ • August 14th, 1998 • Converted paper & paperboard prods (no contaners/boxes)
This letter will serve to confirm the agreement of the undersigned and Disc Graphics, Inc. (the "Company") with respect to the issuance by the Company to the undersigned of Common Stock in exchange for the 170,000 Class A Redeemable Common Stock Purchase Warrants ("Class A Warrants") owned by the undersigned at the rate of one share of Common Stock, par value $.01 per share for each 8.5 Class A Warrants. The undersigned hereby acknowledges that this exchange was initiated by the undersigned upon the terms made available by the Company in its exchange offer dated July 11, 1997.
FOURTH AMENDMENT AND WAIVER TO CREDIT AGREEMENTCredit Agreement • August 14th, 2001 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
THIS FOURTH AMENDED AND WAIVER TO CREDIT AGREEMENT (the "Fourth Amendment") made this _____ day of June, 2001 between DISC GRAPHICS, INC., a Delaware corporation, having its principal place of business at 10 Gilpin Avenue, Hauppauge, New York 11788 ("Borrower"), and THE DIME SAVINGS BANK OF NEW YORK, FSB, a New York banking organization, having an office at 1377 Motor Parkway, Islandia, New York 11788 (the "Bank").
EXHIBIT 10.1 Robert A. Mayer Mr. Donald Sinkin Disc Graphics, Inc. 10 Gilpin Avenue Hauppauge, NY 11788 Re: Exchange of Warrants Dear Mr. Sinkin: This letter will serve to confirm the agreement of the undersigned and Disc Graphics, Inc. (the...Disc Graphics Inc /De/ • August 14th, 1998 • Converted paper & paperboard prods (no contaners/boxes)
This letter will serve to confirm the agreement of the undersigned and Disc Graphics, Inc. (the "Company") with respect to the issuance by the Company to the undersigned of Common Stock in exchange for the 548,300 Class A Redeemable Common Stock Purchase Warrants ("Class A Warrants") owned by the undersigned at the rate of one share of Common Stock, par value $.01 per share for each 8.5 Class A Warrants. The undersigned hereby acknowledges that this exchange was initiated by the undersigned upon the terms made available by the Company in its exchange offer dated July 11, 1997.
SECURITY AGREEMENTSecurity Agreement • April 16th, 2001 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
Agreement dated December 20, 2000 between DISC GRAPHICS, INC., a CORPORATION under the laws of the State of DELAWARE (herein called "Debtor") and PINNACLE CAPITAL CORPORATION having its principal place of business at 411 Hackensack Avenue, Hackensack, New Jersey 07601 as the Secured Party, (herein called "Secured Party").
SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 5th, 2002 • Disc Graphics Inc /De/ • Converted paper & paperboard prods (no contaners/boxes) • New York
THIS SIXTH AMENDMENT TO CREDIT AGREEMENT (the "Sixth Amendment") made this 28th day of December, 2001 between DISC GRAPHICS, INC., a Delaware corporation, having its principal place of business at 10 Gilpin Avenue, Hauppauge, New York 11788 ("Borrower"), THE DIME SAVINGS BANK OF NEW YORK, FSB, a New York banking organization, having an office at 1377 Motor Parkway, Islandia, New York 11788 (the "Bank") and DIME COMMERCIAL CORP., a New York corporation having a place of business at 1180 Avenue of the Americas, New York, New York 10036 (the "Agent").
