TENDER AND SUPPORT AGREEMENTTender and Support Agreement • May 25th, 2007 • Linear LLC • Electric housewares & fans • Massachusetts
TENDER AND SUPPORT AGREEMENT (this “Agreement”) dated as of May 14, 2007, among Linear LLC, a California limited liability company (“Purchaser”), and John Waldstein (the “Securityholder”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG LINEAR LLC, ACQUISITION SUB 2007-2, INC. AND INTERNATIONAL ELECTRONICS, INC. DATED AS OF MAY 14, 2007Agreement and Plan of Merger • May 25th, 2007 • Linear LLC • Electric housewares & fans • Massachusetts
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of May 14, 2007, by and among Linear LLC, a California limited liability company (“Purchaser”), Acquisition Sub 2007-2, Inc., a Massachusetts corporation and wholly-owned Subsidiary of Purchaser (“Merger Sub”), and, solely for purposes of Section 8.7 hereof, Nortek, Inc., a Delaware corporation (“Owner”), and International Electronics, Inc., a Massachusetts corporation (the “Company”).
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • May 25th, 2007 • Linear LLC • Electric housewares & fans • Massachusetts
TENDER AND SUPPORT AGREEMENT (this “Agreement”) dated as of May 14, 2007, among Linear LLC, a California limited liability company (“Purchaser”), and the parties listed on Annex I hereto (each, a “Securityholder”).
RICHARD L. BREADY Chairman and Chief Executive Officer e-mail: bready@nortek- inc.com March 13, 2007 PERSONAL AND CONFIDENTIAL John Waldstein President and Chief Executive Officer International Electronics, Inc. 427 Turnpike Street Canton, MA 02021...Linear LLC • May 25th, 2007 • Electric housewares & fans
This letter will confirm our agreement to retain in strict confidence all information (whether oral or written) conveyed to us regarding International Electronics, Inc. (“IEI” or “the Company”), unless such information is publicly available, was known to us prior to your disclosure, is independently developed by us through no violation of this letter, or is or becomes available to us on a nonconfidential basis from a source other than the Company, provided that such other source is not bound by a confidentiality agreement with the Company. We will use such information only in connection with our consideration of whether to purchase IEI and will not otherwise use it in our business or disclose it to others, except that we shall have the right to communicate the information to such of our directors, officers, advisors and employees (if any) who are required by their duties to have knowledge thereof, provided that each such person is informed that such information is strictly confidential
