Fairfield Manufacturing Co Inc Sample Contracts

FAIRFIELD MANUFACTURING COMPANY, INC. as Issuer and
Securities Purchase Agreement • April 9th, 1997 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • New York
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RECITALS:
Loan Agreement • April 9th, 1997 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • New York
Exhibit 10.26 REGISTRATION RIGHTS AGREEMENT Dated as of May 19, 1999
Registration Rights Agreement • June 10th, 1999 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • New York
and FIRST UNION NATIONAL BANK, as Trustee INDENTURE
Fairfield Manufacturing Co Inc • June 10th, 1999 • Industrial & commercial fans & blowers & air purifing equip • New York
INDENTURE
Indenture • April 9th, 1997 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • New York
RECITALS:
Loan Agreement • July 2nd, 1999 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • New York
ARTICLE I THE MERGER
Merger Agreement • April 9th, 1997 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • Delaware
Exhibit 99.3 [Form of Exchange Agent Agreement] UNITED STATES TRUST COMPANY OF NEW YORK EXCHANGE AGENT AGREEMENT
Fairfield Manufacturing Co Inc • April 9th, 1997 • Industrial & commercial fans & blowers & air purifing equip • New York
THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • October 16th, 2001 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • New York

THIS THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT (this "Amendment"), made and entered into as of August 13, 2001, by and between FAIRFIELD MANUFACTURING COMPANY, INC., a Delaware corporation ("Borrower"), and GENERAL ELECTRIC CAPITAL CORPORATION, [a Delaware corporation, as successor by merger to General Electric Capital Corporation,] a New York corporation ("GE Capital"), as sole "Lender" under the "Loan Agreement" hereinafter referred to and as agent for itself and the other "Lenders" who may hereafter become parties to the Loan Agreement (GE Capital, in such capacity, the "Agent").

FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • March 26th, 2002 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • New York

THIS FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT (this "Amendment"), made and entered into as of March 18, 2002, by and between FAIRFIELD MANUFACTURING COMPANY, INC., a Delaware corporation ("Borrower"), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as successor by merger to General Electric Capital Corporation, a New York corporation ("GE Capital"), as sole "Lender" under the "Loan Agreement" hereinafter referred to and as agent for itself and the other "Lenders" who may hereafter become parties to the Loan Agreement (GE Capital, in such capacity, the "Agent").

FIFTH AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • September 11th, 2002 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • New York

THIS FIFTH AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT (this "Amendment"), made and entered into as of September 5, 2002, by and between FAIRFIELD MANUFACTURING COMPANY, INC., a Delaware corporation ("Borrower"), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as successor by merger to General Electric Capital Corporation, a New York corporation ("GE Capital"), as sole "Lender" under the "Loan Agreement" hereinafter referred to and as agent for itself and the other "Lenders" who may hereafter become parties to the Loan Agreement (GE Capital, in such capacity, the "Agent").

CONSENT AND AMENDMENT LETTER
Fairfield Manufacturing Co Inc • April 9th, 1997 • Industrial & commercial fans & blowers & air purifing equip
SHARE REGISTRATION RIGHTS AGREEMENT Dated as of March 12, 1997 by and between
Share Registration Rights Agreement • April 9th, 1997 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • New York
RECITALS:
Loan Agreement • November 14th, 2000 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • New York
SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • October 16th, 2001 • Fairfield Manufacturing Co Inc • Industrial & commercial fans & blowers & air purifing equip • New York

THIS SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT (this "Amendment"), made and entered into as of June ___, 2001, by and between FAIRFIELD MANUFACTURING COMPANY, INC., a Delaware corporation ("Borrower"), and GENERAL ELECTRIC CAPITAL CORPORATION, a New York corporation ("GE Capital"), as sole "Lender" under the "Loan Agreement" hereinafter referred to and as agent for itself and the other "Lenders" who may hereafter become parties to the Loan Agreement (GE Capital, in such capacity, the "Agent").

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