AMETEK, INC. ANDSenior Note Indenture • March 14th, 2002 • Ametek Inc/ • Motors & generators • New York
FORM OF WARRANT AGREEMENT FOR PREFERRED STOCKForm of Warrant Agreement for Preferred Stock • March 14th, 2002 • Ametek Inc/ • Motors & generators • New York
WHEREAS, the Company deems it advisable to issue to the Holder warrants (the “Warrants”) entitling the Holder to purchase an aggregate of [ ] shares of preferred stock, par value $.01 per share, of the Company (the “Preferred Stock”). The shares of Preferred Stock issued upon exercise of the Warrants are referred to as the “Warrant Shares”.
Preferred Stock] UNDERWRITING AGREEMENTUnderwriting Agreement • March 14th, 2002 • Ametek Inc/ • Motors & generators • New York
[Date] To the Representatives named in Schedule I hereto of the Underwriters named in Schedule II hereto [Address] Ladies and Gentlemen:
AMETEK, INC. ANDIndenture • March 14th, 2002 • Ametek Inc/ • Motors & generators • New York
Debt Securities] UNDERWRITING AGREEMENTUnderwriting Agreement • March 14th, 2002 • Ametek Inc/ • Motors & generators • New York
AMETEK, Inc., a Delaware corporation (the "Company"), proposes to sell to the underwriters named in Schedule II hereto (the "Underwriters"), for whom you are acting as representatives (the "Representatives"), the principal amount of its securities identified in Schedule I hereto (the "Securities"). The Securities will be issued pursuant to either a senior indenture (the "Senior Indenture") dated as of March 12, 2002 between the Company and The Bank of New York, as trustee or a subordinated indenture dated as of March 12, 2002 between the Company and The Bank of New York, as trustee (the "Subordinated Indenture" and together with the Senior Indenture, the "Indenture"), as applicable. If the firm or firms listed in Schedule II hereto include only the firm or firms listed in Schedule I hereto, then the terms "Underwriters" and "Representatives", as used herein, each shall be deemed to refer to such firm or firms.
FORM OF WARRANT AGREEMENT FOR COMMON STOCKForm of Warrant Agreement • March 14th, 2002 • Ametek Inc/ • Motors & generators • New York
WHEREAS, the Company deems it advisable to issue to the Holder warrants (the “Warrants”) entitling the Holder to purchase an aggregate of [ ] shares of common stock, par value $.01 per share, of the Company (the “Common Stock”). The shares of Common Stock issued upon exercise of the Warrants are referred to as the “Warrant Shares”.
