Bandag Inc Sample Contracts

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CARVER PARTNERS LP
Agreement • June 12th, 2002 • Bandag Inc • Tires & inner tubes
AGREEMENT AND PLAN OF MERGER by and among GRIP ACQUISITION CORPORATION, BRIDGESTONE AMERICAS HOLDING, INC. and BANDAG, INCORPORATED Dated as of December 5, 2006
Agreement and Plan of Merger • February 14th, 2007 • Bandag Inc • Tires & inner tubes • Iowa

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of December 5, 2006, among Grip Acquisition Corporation, an Iowa corporation (“MergerCo”), Bridgestone Americas Holding, Inc., a Nevada corporation (“ParentCo”), and Bandag, Incorporated, an Iowa corporation (the “Company”).

RECITALS
Bandag, Incorporated Severance Agreement • September 1st, 1999 • Bandag Inc • Tires & inner tubes • Iowa
RECITALS
Stock Purchase Agreement • August 14th, 2002 • Bandag Inc • Tires & inner tubes • Iowa
AGREEMENT
Agreement • March 31st, 1998 • Bandag Inc • Tires & inner tubes
VOTING AGREEMENT by and between GRIP ACQUISITION CORPORATION and MARTIN G. CARVER Dated as of December 5, 2006
Voting Agreement • December 6th, 2006 • Bandag Inc • Tires & inner tubes • Iowa

THIS VOTING AGREEMENT (this “Agreement”) is dated as of December 5, 2006, by and between Grip Acquisition Corporation, an Iowa corporation (“MergerCo”) and Martin G. Carver (“Shareholder”).

BANDAG, INCORPORATED AND SUBSIDIARIES
Bandag, Incorporated and Subsidiaries • February 5th, 2001 • Bandag Inc • Tires & inner tubes
STOCK PURCHASE AGREEMENT BETWEEN BANDAG, INCORPORATED AND MARK A. CLARK JEFFREY L. CLARK JAMES W. DUDLEY FOR 25 SHARES OF COMMON STOCK OF BRAVO, INC. Dated as of February 13, 2004
Stock Purchase Agreement • May 5th, 2004 • Bandag Inc • Tires & inner tubes • Delaware

STOCK PURCHASE AGREEMENT (this “Agreement”) dated February 13, 2004, by and between Bandag, Incorporated, an Iowa corporation (“Buyer”), and Mark A. Clark, Jeffrey L. Clark and James W. Dudley (each a “Shareholder” and collectively the “Shareholders”).

TABLE OF CONTENTS
Bandag System Franchise Agreement • March 27th, 1997 • Bandag Inc • Tires & inner tubes • Illinois
Bandag, Incorporated 2004 Stock Grant and Awards Plan Nonqualified Stock Option Award Agreement
Nonqualified Stock Option Award Agreement • March 17th, 2005 • Bandag Inc • Tires & inner tubes

THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), effective as of the Date of Grant set forth above, represents the grant of a nonqualified stock option (the “Option”) by Bandag, Incorporated, an Iowa corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan.

BANDAG SYSTEM FRANCHISE AGREEMENT
Bandag System Franchise Agreement • March 30th, 1999 • Bandag Inc • Tires & inner tubes • Illinois
AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • December 6th, 2006 • Bandag Inc • Tires & inner tubes • Iowa

This Amendment (this “Amendment”) to that certain Rights Agreement by and between Bandag, Incorporated, an Iowa corporation (the “Company”), and Computershare Trust Company, N.A. (“Computershare”), dated as of August 21, 2006 (the “Rights Agreement”), is entered into by and between the Company and Computershare as of December 5, 2006.

Bandag, Incorporated 2004 Stock Grant and Awards Plan Restricted Stock Award Agreement
Restricted Stock Award Agreement • February 25th, 2005 • Bandag Inc • Tires & inner tubes

THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), effective as of the Date of Award set forth above, represents the award of Restricted Stock by Bandag, Incorporated, an Iowa corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan. The Restricted Stock granted hereunder represents shares of Class A common stock of the Company (“Shares”).

Bandag, Incorporated 2004 Stock Grant and Awards Plan Nonqualified Stock Option Award Agreement
Nonqualified Stock Option Award Agreement • February 25th, 2005 • Bandag Inc • Tires & inner tubes

THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), effective as of the Date of Grant set forth above, represents the grant of a nonqualified stock option (the “Option”) by Bandag, Incorporated, an Iowa corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan.

BANDAG, INCORPORATED PERFORMANCE UNIT AGREEMENT
Bandag, Incorporated Performance Unit Agreement • May 9th, 2006 • Bandag Inc • Tires & inner tubes

You have been selected to receive performance units (PUs) under the Bandag, Incorporated 2004 Stock Grant and Awards Plan (the “Plan”). The following sets forth the terms and conditions of the PUs:

Bandag, Incorporated 2004 Stock Grant and Awards Plan Nonqualified Stock Option Award Agreement For Non-Employee Directors
Nonqualified Stock Option Award Agreement • March 17th, 2005 • Bandag Inc • Tires & inner tubes

THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), effective as of the Date of Grant set forth above, represents the grant of a nonqualified stock option (the “Option”) by Bandag, Incorporated, an Iowa corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan.

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STOCK PURCHASE AGREEMENT BETWEEN EQUILON ENTERPRISES, LLC AND BANDAG, INCORPORATED FOR 150 SHARES OF COMMON STOCK OF SPEEDCO, INC. Dated as of February 13, 2004
Stock Purchase Agreement • May 5th, 2004 • Bandag Inc • Tires & inner tubes • New York

STOCK PURCHASE AGREEMENT (this “Agreement”) dated February 13, 2004, by and between Bandag, Incorporated, an Iowa corporation (“Buyer”), and Equilon Enterprises, LLC, a Delaware limited liability company (“Shareholder”).

AMENDMENT TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • March 27th, 2007 • Bandag Inc • Tires & inner tubes • Iowa

This Amendment (this “Amendment”) to that certain Agreement and Plan of Merger, dated as of December 5, 2006 (the “Merger Agreement”), by and among Grip Acquisition Corporation, an Iowa corporation (“MergerCo”), Bridgestone Americas Holding, Inc., a Nevada corporation (“ParentCo”), and Bandag, Incorporated, an Iowa corporation (the “Company”), is entered into by and among MergerCo, ParentCo and the Company as of March 23, 2007.

JOINDER AGREEMENT
Joinder Agreement • March 23rd, 2007 • Bandag Inc • Tires & inner tubes • Iowa

This Joinder Agreement is made and entered into as of the 19th day of March, 2007, by and among GRIP ACQUISITION CORPORATION, an Iowa corporation (“MergerCo”), MARTIN G. AND RUTH A. CARVER FOUNDATION, a Delaware not-for-profit corporation (the “Joining Stockholder”), and MARTIN G. CARVER (“Shareholder”) and relates to that certain Voting Agreement (the “Voting Agreement”) dated as of December 5, 2006, between MergerCo and the Shareholder.

BANDAG, INCORPORATED BANDAG DEALER FRANCHISE AGREEMENT
Bandag Dealer Franchise Agreement • March 2nd, 2005 • Bandag Inc • Tires & inner tubes • Iowa

BANDAG DEALER FRANCHISE AGREEMENT dated ________________________, (the “Agreement”) between BANDAG, INCORPORATED, an Iowa corporation, located at 2905 North Highway 61, Muscatine, Iowa 52761 (“BANDAG,” “we,” “our,” or “us”), and __________________________________________________________ located at _______________________________ (“Dealer,” “Franchisee,” “you,” or “your”).

BANDAG, INCORPORATED RESTRICTED STOCK UNIT AGREEMENT
Incorporated Restricted Stock Unit Agreement • May 11th, 2004 • Bandag Inc • Tires & inner tubes

THIS AGREEMENT, by Bandag, Incorporated, a ___________ corporation (the “Company”), and ____________________, an employee of the Company or an Affiliate (the “Participant”), sets forth the terms and conditions of the restricted stock units (“RSUs”) and related dividend equivalent units (“DEUs”) granted to the Participant under the Bandag, Incorporated 2004 Stock Grant and Awards Plan (the “Plan”).

JOINDER AGREEMENT
Joinder Agreement • June 1st, 2007 • Bandag Inc • Tires & inner tubes • Iowa

This JOINDER AGREEMENT is made and entered into as of the 30th day of May, 2007, by and among GRIP ACQUISITION CORPORATION, an Iowa corporation (“MergerCo”), International Wrestling Institute & Museum an Iowa not-for-profit corporation (the “Joining Stockholder”), and ROY J. CARVER, JR. (the “Shareholder”) and relates to that certain Voting Agreement (the “Voting Agreement”) dated as of December 5, 2006, between MergerCo and the Shareholder.

RECITALS
Bandag, Incorporated And • May 12th, 2000 • Bandag Inc • Tires & inner tubes
RIGHTS AGREEMENT Dated as of August 21, 2006 by and between BANDAG, INCORPORATED and COMPUTERSHARE TRUST COMPANY, N.A. (as Rights Agent)
Rights Agreement • August 24th, 2006 • Bandag Inc • Tires & inner tubes • Iowa

This Rights Agreement (this “Agreement”), is dated as of August 21, 2006, by and between Bandag, Incorporated, an Iowa corporation (the “Company”), and Computershare Trust Company, N.A. (the “Rights Agent”).

BANDAG, INCORPORATED 2004 STOCK GRANT AND AWARDS PLAN RESTRICTED STOCK AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS
Bandag, Incorporated 2004 Stock Grant and Awards Plan Restricted Stock Award Agreement • March 17th, 2005 • Bandag Inc • Tires & inner tubes

THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), effective as of the Date of Award set forth above, represents the award of Restricted Stock of Class A Common Stock (the “Shares of Restricted Stock”) by Bandag, Incorporated, an Iowa corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan.

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