0001005477-98-001534 Sample Contracts

by and among MORRIS MATERIAL HANDLING, INC. (a Delaware corporation), as Issuer,
Securities Purchase Agreement • May 13th, 1998 • Morris Material Handling Inc • New York
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and- M J MADDOCK
Service Agreement • May 13th, 1998 • Morris Material Handling Inc • England
MORRIS MATERIAL HANDLING, INC. as Issuer,
Morris Material Handling Inc • May 13th, 1998 • New York
AND
Registration Rights Agreement • May 13th, 1998 • Morris Material Handling Inc • New York
AMONG HARNISCHFEGER CORPORATION THE SELLERS NAMED HEREIN AND MHE INVESTMENTS, INC.
Recapitalization Agreement • May 13th, 1998 • Morris Material Handling Inc • New York
and
Separation Agreement • May 13th, 1998 • Morris Material Handling Inc • New York
March 30, 1998 Morris Material Handling, Inc. 315 West Forest Hill Avenue Oak Creek, Wisconsin 53154 Attention: President Dear Sirs: This letter is to confirm our agreement that in connection with the transactions (the "Transactions") contemplated in...
Morris Material Handling Inc • May 13th, 1998

This letter is to confirm our agreement that in connection with the transactions (the "Transactions") contemplated in the Recapitalization Agreement dated as of January 28, 1998, as amended, by and among Harnischfeger Corporation, a Delaware corporation, the Sellers named therein and MHE Investments, Inc., a Delaware corporation, you have agreed to reimburse us at the closing of the Transactions (the "Closing") for the reasonable out-of-pocket costs and expenses which we have incurred in connection with the Transactions. You have also agreed to pay us a fee for advisory services we have rendered to you in connection with the financing of the Transactions (the "Financing") at the Closing equal to: one percent (1%) of total capitalization of Morris Material Handling, Inc. and MMH Holdings, Inc. (collectively hereinafter referred to as "Morris") including, without limitation but without duplication, all debt and facilities, and preferred and common equity interests (the "Advisory Fee").

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