SECURITY AGREEMENTSecurity Agreement • August 9th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services
THIS SECURITY AGREEMENT (this “Agreement”), dated as of July 30, 2010 (the “Effective Date”), by and among FIFTH THIRD BANK, an Ohio banking corporation, as Agent for the benefit of the Secured Creditors (as defined below) (“Agent”), and INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“ISA”), ISA INDIANA, INC., an Indiana corporation (“ISA Indiana”), and each of the other Persons that become a Borrower under the Credit Agreement after the Closing Date (such Persons, together with ISA and ISA Indiana, are each a “Borrower” and, collectively, “Borrowers”), is as follows:
CREDIT AGREEMENT by and among INDUSTRIAL SERVICES OF AMERICA, INC. and ISA INDIANA, INC. as Borrowers, FIFTH THIRD BANK as Agent and LC Issuer, and THE LENDERS PARTY HERETO dated as of July 30, 2010Credit Agreement • August 9th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky
PLEDGE AGREEMENTPledge Agreement • August 9th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services
THIS PLEDGE AGREEMENT (this “Agreement”), dated as of July 30, 2010 (the “Effective Date”) between INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation (“Pledgor”), whose principal place of business and mailing address is 7100 Grade Lane, Louisville, Kentucky 40232, and FIFTH THIRD BANK, an Ohio banking corporation, as Agent for the benefit of the Secured Creditors (as defined below) (“Agent”), is as follows:
GUARANTYGuaranty • August 9th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services • Ohio
THIS GUARANTY (this “Guaranty”), dated as of July 30, 2010 (the “Effective Date”), made by COMPUTERIZED WASTE SYSTEMS, LLC, a Kentucky limited liability company (“CWS”), ISA INDIANA REAL ESTATE, LLC, a Kentucky limited liability company (“Indiana Real Estate”), ISA LOGISTICS LLC, a Kentucky limited liability company (“Logistics”), ISA REAL ESTATE, LLC, a Kentucky limited liability company (“ISA Real Estate”), ISA RECYCLING, LLC, a Kentucky limited liability company (“Recycling”), WASTE EQUIPMENT SALES & SERVICE CO., LLC, a Kentucky limited liability company (“Waste Equipment”), 7021 GRADE LANE LLC, a Kentucky limited liability company (“7021 Grade”), 7124 GRADE LANE LLC, a Kentucky limited liability company (“7124 Grade”), and 7200 GRADE LANE LLC, a Kentucky limited liability company (“7200 Grade”) (CWS, Indiana Real Estate, Logistics, ISA Real Estate, Recycling, Waste Equipment, 7021 Grade, 7124 Grade and 7200 Grade are each a “Guarantor and, collectively, (“Guarantors”), to, and for
TERM LOAN NOTETerm Loan Note • August 9th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services
This Note is one of the Term Loan Notes referred to in the Credit Agreement and is entitled to the benefits and security, and is subject to the terms and conditions, of the Credit Agreement, including, without limitation, acceleration upon the terms provided therein and in the other Loan Documents. All capitalized terms used herein which are defined in the Credit Agreement and not otherwise defined herein shall have the meanings given in the Credit Agreement.
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT – JONESExecutive Employment Agreement – Jones • August 9th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky
This Executive Employment Agreement (“Agreement”) is made as of the 1st day of July, 2010 (the “Effective Date”) by and between INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation located at 7100 Grade Lane, Building #1, Louisville, Kentucky 40213 (the “Company”) and STEVE JONES, an individual residing at 3011 Long Creek Way, Louisville, Kentucky 40245 (“the “Executive”).
AMENDMENT TO THE ASSET PURCHASE AGREEMENT OF VENTURE METALS, LLCThe Asset Purchase Agreement • August 9th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services
THIS AMENDMENT to the Asset Purchase Agreement is made and entered into as of the 1st day of July, 2010 (the “Effective Date”) by and among Industrial Services of America, Inc. (“ISA”) and the undersigned, constituting all of the Members of Venture Metals, LLC (“the Company”).
REVOLVING LOAN NOTERevolving Loan Note • August 9th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services
This Note is one of the Revolving Loan Notes referred to in the Credit Agreement and is entitled to the benefits and security, and is subject to the terms and conditions, of the Credit Agreement, including, without limitation, acceleration upon the terms provided therein and in the other Loan Documents. All capitalized terms used herein which are defined in the Credit Agreement and not otherwise defined herein shall have the meanings given in the Credit Agreement.
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT – VALENTINEExecutive Employment Agreement – Valentine • August 9th, 2010 • Industrial Services of America Inc /Fl • Services-management consulting services • Kentucky
This Executive Employment Agreement (“Agreement”) is made as of the 1st day of July, 2010 (the “Effective Date”) by and between INDUSTRIAL SERVICES OF AMERICA, INC., a Florida corporation located at 7100 Grade Lane, Building #1, Louisville, Kentucky 40213 (the “Company”) and JEFFREY VALENTINE, an individual residing at 15946 Keeney Drive, Fairhope, Alabama 36532 (“the “Executive”).
