EXHIBIT 10.6 PLEDGE AGREEMENT THIS PLEDGE AGREEMENT ("Agreement") is made as of the 30th day of September, 2002 by AMX Corporation, a Texas corporation (hereinafter called "Pledgor", whether one or more), in favor of BANK ONE, NA ("Bank"). Pledgor...Pledge Agreement • November 14th, 2002 • Amx Corp /Tx/ • Electronic components & accessories • Texas
Exhibit 10.12 OPTION AGREEMENT ---------------- THIS OPTION AGREEMENT ("Agreement") is entered into to be effective as of --------- October 1, 2000, by and between DALMAC/GOLDCOR REAL ESTATE VENTURE, LTD., a Texas limited partnership ("DalMac") and...Option Agreement • June 29th, 2001 • Panja Inc • Electronic components & accessories • Texas
RECITALS:Agreement and Plan of Merger • June 22nd, 2000 • Panja Inc • Electronic components & accessories • Texas
EXHIBIT 10.5 SECURITY AGREEMENT THIS SECURITY AGREEMENT ("Agreement") is made as of the 30th day of September, 2002 by AMX Corporation, a Texas corporation (hereinafter called "Debtor", whether one or more), in favor of BANK ONE, NA, a national...Security Agreement • November 14th, 2002 • Amx Corp /Tx/ • Electronic components & accessories • Texas
R E C I T A L S: WHEREAS, DalMac/GoldCor Real Estate Venture, Ltd., a Texas limited partnership, and Tenant did enter into that certain Lease Agreement dated November 22, 1999, as subsequently amended by that certain First Amendment to Lease Agreement...Lease Agreement • June 29th, 2001 • Panja Inc • Electronic components & accessories
a) Borrowing Base Line of Credit. Subject to the terms and conditions set forth herein, Bank agrees to lend to Borrower, on a revolving basis from time to time during the period commencing on the date hereof and continuing through the maturity date of...Loan Agreement • November 13th, 2000 • Panja Inc • Electronic components & accessories • Texas
between PANJA INC. AND SCOTT MILLERRegistration Rights Agreement • June 29th, 2001 • Panja Inc • Electronic components & accessories • Texas
WHEREAS, Borrower and Lender entered into that certain Fourth Amended and Restated Loan Agreement, dated September 1, 2000, pursuant to which Lender agreed to make available to Borrower the Borrowing Base Line of Credit (as therein defined) and the...Loan Agreement • February 14th, 2002 • Amx Corp /Tx/ • Electronic components & accessories • Texas
THIRD AMENDMENT TO LEASE This Third Amendment to Lease is made and entered into between MERIT INDUSTRIAL PROPERTIES LIMITED PARTNERSHIP ("Lessor") and AMX CORPORATION ("Lessee") for and in consideration of One Dollar ($1.00) and other good and...Lease • June 27th, 1997 • Amx Corp • Electronic components & accessories
ARTICLE ISubscription Agreement • June 29th, 1999 • Amx Corp • Electronic components & accessories • Texas
EXHIBIT 10.24 EMPLOYMENT AGREEMENT THIS AGREEMENT ("Agreement") is made, entered into and executed as of the 8th day of February, 2002, by and between Robert J. Carroll ("Executive"), and AMX Corporation, a Texas corporation ("Employer"). W I T N E S...Employment Agreement • June 28th, 2002 • Amx Corp /Tx/ • Electronic components & accessories • Texas
EXHIBIT 10.1 EIGHTH AMENDMENT TO FOURTH AMENDED AND RESTATED LOAN AGREEMENT AND RELATED PROMISSORY NOTES THIS EIGHTH AMENDMENT TO FOURTH AMENDED AND RESTATED LOAN AGREEMENT AND RELATED PROMISSORY NOTES (this "Amendment") is executed as of August 21,...Loan Agreement • November 14th, 2002 • Amx Corp /Tx/ • Electronic components & accessories • Texas
STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this "Agreement") is entered into as of this 14th day of October, 1997, by and among Will West ("West"), an individual residing in Salt Lake County, Utah, Eric Smith ("Smith"), an individual...Stock Purchase Agreement • November 19th, 1997 • Amx Corp • Electronic components & accessories
RECITALS --------Employment Agreement • June 29th, 2001 • Panja Inc • Electronic components & accessories • Texas
EMPLOYMENT AGREEMENTEmployment Agreement • February 16th, 1999 • Amx Corp • Electronic components & accessories • Texas
EXHIBIT 10.2 [LOGO OF BANK ONE] LETTER LOAN AGREEMENT September 30, 2002 AMX Corporation 3000 Research Drive Richardson, Texas 75082 Attn: Jean Nelson Ladies and Gentlemen: This Letter Loan Agreement (the "Loan Agreement") will serve to set forth the...Letter Loan Agreement • November 14th, 2002 • Amx Corp /Tx/ • Electronic components & accessories • Texas
STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT ("Agreement") is made and entered into as of this 30th day of March, 1999 by and among Summit Ventures III, L.P., Summit Subordinated Debt Fund, L.P., and Summit Investors II, L.P. (collectively,...Stock Purchase Agreement • June 29th, 1999 • Amx Corp • Electronic components & accessories • Texas
EXHIBIT 10.1 THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED LOAN --------------------------------------------------- AGREEMENT ---------Loan Agreement • November 14th, 2001 • Amx Corp /Tx/ • Electronic components & accessories • Texas
EMPLOYMENT AGREEMENTEmployment Agreement • February 16th, 1999 • Amx Corp • Electronic components & accessories • Texas
RECITALSBorrower Agreement • November 14th, 2002 • Amx Corp /Tx/ • Electronic components & accessories
EMPLOYMENT AGREEMENTEmployment Agreement • June 25th, 2003 • Amx Corp /Tx/ • Electronic components & accessories • Texas
THIS AGREEMENT (“Agreement”) is made, effective as of July 9, 2001, by and between Carl Evans (“Executive”), and Panja, Inc. d/b/a AMX Corporation (“Employer”).
Exhibit 10.10 BASIC LEASE INFORMATION Lease Date: November 22, 1999 Tenant: PANJA INC., a Texas corporation Address of Tenant: Panja Inc. 11995 Forestgate Drive Dallas, Texas 75243 Attention: Wendel Kirton Landlord: DALMAC/GOLDCOR REAL ESTATE VENTURE,...Basic Lease Information • June 29th, 2001 • Panja Inc • Electronic components & accessories
RECITALS --------Panja Inc • June 29th, 2001 • Electronic components & accessories • Texas
Exhibit 4.4 Second Amendment to Registration Rights Agreement This Second Amendment ("Agreement") is made as of this 22nd day of February, 2001, to the Registration Rights Agreement entered into on or about March 30, 1995, by and among Panja Inc., a...Registration Rights Agreement • June 29th, 2001 • Panja Inc • Electronic components & accessories
EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • February 24th, 2005 • Amx Corp /Tx/ • Electronic components & accessories • Texas
THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of August 23, 2004, by and between AMX Corporation, a Texas corporation (hereinafter, together with its successors, referred to as the "Company"), on the one hand, and Peter Nohren (hereinafter referred to as the "Executive"), on the other hand.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • January 28th, 2005 • Amx Corp /Tx/ • Electronic components & accessories • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of January 25, 2005 and becomes effective as of December 3, 2004, by and between AMX Corporation, a Texas corporation (hereinafter, together with its successors, referred to as the “Company”), on the one hand, and Chris Apple (hereinafter referred to as the “Executive”), on the other hand.
EXHIBIT 10.10 EXPORT LOAN AGREEMENT THIS EXPORT LOAN AGREEMENT between AMX Corporation, formerly known as Panja, Inc., and Bank One, N.A. with its main off ice in Chicago, Illinois is made and executed as of September 30, 2002. This Agreement governs...Export Loan Agreement • November 14th, 2002 • Amx Corp /Tx/ • Electronic components & accessories • Texas
Support/Tender AgreementTender Agreement • February 16th, 2005 • Amx Corp /Tx/ • Electronic components & accessories • Texas
Concurrently with the execution and delivery of this letter agreement, Thrall Omni Company, Inc. a Delaware corporation (“Parent”), Amherst Acquisition Co., a Texas corporation and a wholly owned subsidiary of Parent (“Subcorp”), and AMX Corporation, a Texas corporation (the “Company”) are entering into an Agreement and Plan of Merger, dated the date of this letter agreement (the “Merger Agreement”), providing for, among other things, a tender offer (the “Offer”) by Subcorp for all of the outstanding common stock, par value $0.01 per share, of the Company (“Company Common Stock”) at a price per share of $22.50 net to the seller in cash (such price or any higher price paid in the Offer, the “Offer Price”), to be followed by a merger of Subcorp with and into the Company, with the Company as the surviving corporation (the “Merger”), pursuant to which each share of Company Common Stock then-outstanding (other than as specifically provided for to the contrary in the Merger Agreement), shall
EXHIBIT 4 SECURITIES PURCHASE AGREEMENT Securities Purchase Agreement SECURITIES PURCHASE AGREEMENT, dated as of August 1, 2001, between Intel Corporation, a Delaware corporation ("Seller") and Special Situations Fund ("Purchaser"). 1. Sale of Stock....Securities Purchase Agreement • August 6th, 2001 • Panja Inc • Electronic components & accessories • New York
AMX CORPORATIONEquity Incentive Plan • January 10th, 2005 • Amx Corp /Tx/ • Electronic components & accessories • Texas
Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Option Agreement.
Support/Tender AgreementTender Agreement • February 16th, 2005 • Amx Corp /Tx/ • Electronic components & accessories • Texas
Concurrently with the execution and delivery of this letter agreement, Thrall Omni Company, Inc., a Delaware corporation (“Parent”), Amherst Acquisition Co., a Texas corporation and a wholly owned subsidiary of Parent (“Subcorp”), and AMX Corporation, a Texas corporation (the “Company”) are entering into an Agreement and Plan of Merger, dated the date of this letter agreement (the “Merger Agreement”), providing for, among other things, a tender offer (the “Offer”) by Subcorp for all of the outstanding common stock, par value $0.01 per share, of the Company (“Company Common Stock”) at a price per share of $22.50 net to the seller in cash (such price or any higher price paid in the Offer, the “Offer Price”), to be followed by a merger of Subcorp with and into the Company, with the Company as the surviving corporation (the “Merger”), pursuant to which each share of Company Common Stock then-outstanding (other than as specifically provided for to the contrary in the Merger Agreement), shal
AGREEMENT AND PLAN OF MERGER BY AND AMONG THRALL OMNI COMPANY, INC., (“Parent”) AMHERST ACQUISITION CO., INC., a wholly owned direct subsidiary of Parent (“Subcorp”) and AMX CORPORATION (the “Company”) February 15, 2005Agreement and Plan of Merger • February 16th, 2005 • Amx Corp /Tx/ • Electronic components & accessories • Texas
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of the 15th day of February 2005, by and among Thrall Omni Company, Inc., a Delaware corporation (“Parent”), Amherst Acquisition Co., a Texas corporation and a wholly owned subsidiary of Parent (“Subcorp”), and AMX Corporation, a Texas corporation (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 10th, 2005 • Amx Corp /Tx/ • Electronic components & accessories • Texas
THIS AGREEMENT (this “Agreement”) is made, entered into and executed as of the 5th day of January, 2005, by and between Robert J. Carroll (“Executive”), and AMX Corporation, a Texas corporation (“Employer”), to be effective as of the 10th day of December 2004 (the “Effective Date”).
5,000,000.00 September 30, 2002 FOR VALUE RECEIVED, on or before September 29, 2003 ("Maturity Date") the undersigned and if more than one, each of them, jointly and severally ("Borrower"), does hereby unconditionally promise to pay to the order of...Amx Corp /Tx/ • November 14th, 2002 • Electronic components & accessories • Texas
11945 AND 11995 FORESTGATE DRIVE DALLAS, TEXAS 75243 34,524 SQUARE FEETLease • June 27th, 1997 • Amx Corp • Electronic components & accessories
