NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • August 30th, 2005 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • Delaware
THIS AGREEMENT is entered into as of November 15, 2004, between Joy Global Inc. (the “Company”) and [_______________](the “Employee”). In consideration of the mutual promises and covenants made in this Agreement and the mutual benefits to be derived from this Agreement, the Company and the Employee agree as follows:
PERFORMANCE SHARE AGREEMENTPerformance Share Agreement • August 30th, 2005 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • Delaware
WHEREAS, the Company maintains the Joy Global Inc. 2003 Stock Incentive Plan (as amended from time to time, the “Plan”), which is incorporated into and forms a part of this Agreement. Capitalized terms used and not otherwise defined in this Agreement have the meanings given to them in the Plan.
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND CONSENTCredit Agreement and Consent • August 30th, 2005 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • New York
This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND CONSENT (this “Amendment and Consent”) is dated as of June 1, 2005 and entered into by and among Joy Global Inc., a Delaware corporation (“Company”), the financial institutions listed on the signature pages hereof (collectively, the “Lenders”), Deutsche Bank Trust Company Americas, as Agent (the “Agent”), Heller Financial, Inc. and Fleet Capital Corporation as Co-Syndication Agents (the “Syndication Agents”), CIT Group/Business Credit as Documentation Agent (the “Documentation Agent”) and together with the Agent and the Syndication Agents, the “Agents”) and solely for the purposes of Section 5 hereof, the guarantors listed on the signature pages hereof (“Guarantors”) and is made with reference to that certain Second Amended and Restated Credit Agreement dated as of January 23, 2004, by and among Company, Lenders and Agents, as amended to the date hereof (the “Credit Agreement”). Capitalized terms used herein with
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • August 30th, 2005 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • Delaware
THIS AGREEMENT is entered into as of November 15, 2004, between Joy Global Inc. (the “Company”) and [_______________](the “Employee”). In consideration of the mutual promises and covenants made in this Agreement and the mutual benefits to be derived from this Agreement, the Company and the Employee agree as follows:
SUPPLEMENTAL INDENTURESupplemental Indenture • August 30th, 2005 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of June 16, 2005 between Joy Global Inc., a Delaware corporation (the “Company”), the direct and indirect subsidiaries of the Company set forth on Schedule A hereto, as guarantors (the “Subsidiary Guarantors”) and Wells Fargo Bank, N.A., as trustee under the Indenture referred to below (the “Trustee”).
