NON-COMPETITION AND NON-DISCLOSURE AGREEMENT (John Lucks)Non-Competition and Non-Disclosure Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
This NON-COMPETITION AND NON-DISCLOSURE AGREEMENT is entered into this 1st day of March, 2000, by and between John Lucks, who resides at 19N170 Hillcrest Drive, Hampshire, Illinois 60140 (“Executive”) and Heritage-Crystal Clean, LLC, an Indiana limited liability company (“Crystal Clean”);
UNIT REDEMPTION AGREEMENT (Gregory Ray)Unit Redemption Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
This UNIT REDEMPTION AGREEMENT (“Agreement”), made this 15th day of November, 1999 (“Effective Date”), by and between Gregory Ray, 39W750 Crosscreek Lane, St. Charles, Illinois 60175 (“Member”), and Heritage-Crystal Clean, LLC, an Indiana limited liability company (“Company”);
EXECUTIVE EMPLOYMENT AGREEMENT (Gregory Ray)Executive Employment Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
This EMPLOYMENT AGREEMENT (“Agreement”), between Heritage-Crystal Clean, LLC, an Indiana limited liability company (“Company”), and Gregory Ray, 39W750 Crosscreek Lane; St. Charles, Illinois 60175 (“Executive”), dated as of the 15th day of November, 1999 (“Effective Date”).
UNIT PURCHASE AND SALE AGREEMENT Donald BrinckmanPurchase and Sale Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
This Unit Purchase and Sale Agreement (“Agreement”) is made this 22nd day of March, 2002, by and between DONALD BRINCKMAN, 5615 Hamilton, Woodstock, Illinois 60098 (“Member”), and THE HERITAGE GROUP, an Indiana general partnership, having its principal place of business at 5400 West 86th Street, Indianapolis, Indiana 46268 USA (“Heritage”).
MULTI-STORY OFFICE BUILDING LEASEOffice Building Lease • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Illinois
In consideration of the covenants and agreements contained herein, Lessor leases to Lessee, and Lessee leases from Lessor, the premises designated below together with any appurtenances, for the Term stated below.
THIRD AMENDED AND RESTATED) NOTEHeritage-Crystal Clean, Inc. • August 3rd, 2007 • Sanitary services
FOR VALUE RECEIVED, the undersigned (“Borrower”), hereby promises to pay to Bank of America, N.A. or assigns (“Lender”), in accordance with the provisions of the Agreement (as hereinafter defined), the principal amount of each Loan from time to time made by Lender to Borrower under that certain Amended and Restated Credit Agreement, dated as of October 27, 2005 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Agreement;” the terms defined therein being used herein as therein defined), between Borrower and Lender.
UNIT PURCHASE AND SALE AGREEMENT Joseph ChalhoubUnit Purchase and Sale Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
This UNIT PURCHASE AND SALE AGREEMENT (“Agreement”), made this 24th day of August, 1999 (“Effective Date”), by and between Joseph Chalhoub, 101 Upper Bellevue Westmount, Quebec, Canada H3Y 1B7 (“Member”), and The Heritage Group, an Indiana general partnership having its principal place of business at 5400 West 86th Street, Indianapolis, Indiana 46268 (“Heritage”);
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 27, 2005 between HERITAGE-CRYSTAL CLEAN, LLC, as Borrower, and BANK OF AMERICA, N.A., as LenderCredit Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Illinois
This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of October 27, 2005, between HERITAGE-CRYSTAL CLEAN, LLC, an Indiana limited liability company (“Borrower”), and BANK OF AMERICA, N.A., a national banking association (“Lender”).
EXECUTIVE EMPLOYMENT AGREEMENT (John Lucks)Executive Employment Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
This EMPLOYMENT AGREEMENT (“Agreement”), between Heritage-Crystal Clean, LLC, an Indiana limited liability company (“Company”), and John Lucks, 19N170 Hillcrest Drive, Hampshire, Illinois 60140 (“Executive”), dated as of the 1st day of March, 2000 (“Effective Date”).
NON-COMPETITION AND NON-DISCLOSURE AGREEMENT (Donald Brinckman)Non-Competition and Non-Disclosure Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
This NON-COMPETITION AND NON-DISCLOSURE AGREEMENT is entered into this 22nd day of March, 2002, by and between Donald Brinckman, a resident of Woodstock, Illinois (“Brinckman”), and Heritage-Crystal Clean, LLC, an Indiana limited liability company (“Crystal Clean”);
MEMBERS AGREEMENT HERITAGE-CRYSTAL CLEAN, LLCMembers Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
This Members Agreement made this 1st day of August, 1999 by and between The Heritage Group (“Heritage”), an Indiana general partnership having its principal place of business at 5400 West 86th Street, Indianapolis, Indiana USA, and Joseph Chalhoub (“Chalhoub”), 101 Upper Bellevue, Westmount, Quebec, Canada H3Y IB7;
HERITAGE-CRYSTAL CLEAN, L.L.C. KEY EMPLOYEE MEMBERSHIP INTEREST TRUST AGREEMENTTrust Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
Introductory Clause. This Trust Agreement, which shall be known as the HERITAGE-CRYSTAL CLEAN KEY EMPLOYEE MEMBERSHIP INTEREST TRUST, UNDER TRUST AGREEMENT dated February 1, 2002 (“Trust Agreement”), is between HERITAGE-CRYSTAL CLEAN, L.L.C., an Indiana limited liability company, hereinafter referred to as the “Grantor”, and JOSEPH CHALHOUB, hereinafter referred to as the “Trustee”.
UNIT PURCHASE AND SALE AGREEMENT (Gregory Ray)Unit Purchase and Sale Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
This UNIT PURCHASE AND SALE AGREEMENT (“Agreement”), made this 15th day of November, 1999 (“Effective Date”), by and between Gregory Ray, 39W750 Crosscreek Lane, St. Charles, Illinois 60175 (“Member”), and The Heritage Group, an Indiana general partnership having its principal place of business at 5400 West 86th Street, Indianapolis, Indiana 46268 (“Heritage”);
NON-COMPETITION AND NON-DISCLOSURE AGREEMENTNon-Competition and Non-Disclosure Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Illinois
NON-COMPETITION AND NON-DISCLOSURE AGREEMENT dated as of February 24, 2004, by and among (i) BRS-HCC Investment Co., Inc. (“BRS-HCC”), Bruckmann, Rosser, Sherrill & Co. II, L.P., a Delaware limited partnership (“BRSLP”), Bruckmann, Rosser, Sherrill & Co., Inc., a Delaware corporation (“BRSC”) (“BRS-HCC”, “BRSLP” and “BRSC” collectively “BRS”), and Bruce C. Bruckmann, individually (“BCB”), and (ii) Heritage-Crystal Clean, LLC, an Indiana limited liability company (“Company”);
EMPLOYEE AGREEMENTEmployee Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Illinois
This Agreement, made as of the 14th day of July, 2002, between HERITAGE-CRYSTAL CLEAN, L.L.C., an Indiana limited liability corporation (“HCC”) and Thomas G. Hillstrom, an individual residing at 5817 Wild Olive Lane, Crystal Lake, IL 60012 (“EMPLOYEE”).
OPERATING AGREEMENT for HERITAGE-CRYSTAL CLEAN, LLC Restated October 26, 2004Operating Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
This Restated Operating Agreement of Heritage-Crystal Clean, LLC, a limited liability company organized pursuant to the Indiana Business Flexibility Act, I.C. §23-18-1 et seq., is entered into as of the 26th day of October, 2004, by and among the Persons executing this Agreement.
UNIT PURCHASE AND SALE AGREEMENT BRS-HCC Investment Co., Inc.Unit Purchase and Sale Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
Unit Purchase and Sale Agreement (this “Agreement”) dated as of February 24, 2004 (the “Effective Date”), by and between: (i) BRS-HCC INVESTMENT CO., INC., 126 E. 56th Street, 29th Floor, New York, New York 10022 (“BRS”); and (ii) HERITAGE-CRYSTAL CLEAN, LLC, an Indiana limited liability company, 2250 Point Boulevard Suite 250, Elgin, Illinois 60123 (the “Company”); and is agreed to and accepted by all other Members of the Company.
NON-COMPETITION AND NON-DISCLOSURE AGREEMENT (Gregory Ray)Non-Competition and Non-Disclosure Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Indiana
This NON-COMPETITION AND NON-DISCLOSURE AGREEMENT is entered into this 15th day of November, 1999, by and between Gregory Ray, who resides at 39W750 Crosscreek Lane, St. Charles, Illinois 60175 (“Executive”) and Heritage-Crystal Clean, LLC, an Indiana limited liability company (“Crystal Clean”);
ContractIntercreditor Agreement • August 3rd, 2007 • Heritage-Crystal Clean, Inc. • Sanitary services • Illinois
Intercreditor Agreement dated as of February 24, 2004 (this “Intercreditor Agreement”) among (i) Heritage-Crystal Clean, LLC (the “Company”) and (ii) Bruckmann, Rosser, Sherrill & Co. II, L.P. (“BRS”), Asphalt Refining Company (“ARC”) and Donald Brinckman (“Brinckman”), each of whom is one of the Noteholders identified as such on the signature page to this Intercreditor Agreement together with any assignee or transferee of the Notes (together, the “Noteholders”).
