PURCHASE AGREEMENT by and among SPX CORPORATION, KENDRO GP II, LLC, SPX EUROPE GmbH, GSLE DEVELOPMENT CORPORATION, GENERAL SIGNAL IRELAND B.V., THERMO ELECTRON CORPORATION and THERMO ELECTRON (OBERHAUSEN) GmbH Dated as of January 19, 2005Purchase Agreement • January 21st, 2005 • SPX Corp • Metalworkg machinery & equipment • Delaware
This PURCHASE AGREEMENT (this “Agreement”), dated as of January 19, 2005, by and among SPX Corporation, a Delaware corporation (“SPX”), Kendro GP II, LLC, a Delaware limited liability company and wholly owned subsidiary of SPX (“Kendro GP II”), SPX Europe GmbH, a company organized under the laws of Germany and an indirect, wholly owned subsidiary of SPX (“SPX Europe”), General Signal Ireland B.V., a company organized under the laws of Netherlands and an indirect, wholly owned subsidiary of SPX (“GS Ireland”), and GSLE Development Corporation, a Delaware corporation and a direct, wholly owned subsidiary of SPX (“GSLE”) (SPX, Kendro GP II, SPX Europe, GS Ireland and GSLE being referred to herein individually and collectively as “Seller”), and Thermo Electron Corporation, a Delaware corporation (“Thermo”), and Thermo Electron (Oberhausen) GmbH, a company organized under the laws of Germany and an indirect, wholly owned German subsidiary of Thermo (“Thermo Germany”; Thermo and Thermo Germa
