0001193125-04-151835 Sample Contracts

INDEMNITY AGREEMENT
Indemnity Agreement • September 3rd, 2004 • Ennis, Inc. • Manifold business forms • Texas

This Indemnity Agreement (the “Agreement”) is made and entered into as of June 25, 2004 by each of LAURENCE ASHKIN (“Ashkin”), ROGER BROWN (“Brown”), JOHN McLINDEN (“McLinden”), ARTHUR SLAVEN (“Slaven” and, together with Ashkin, Brown and McLinden, the “Holders”), ENNIS, INC., a Texas corporation (“Purchaser”), and MIDLOTHIAN HOLDINGS LLC., a Delaware limited liability company (“Merger Sub”). Terms used herein but not defined herein shall have the meanings set forth in the Merger Agreement (defined below).

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ADDENDUM TO ENNIS BUSINESS FORMS, INC. UPS GROUND, AIR AND SONICAIR INCENTIVE PROGRAM CARRIER AGGREEMENT
Carrier Agreement • September 3rd, 2004 • Ennis, Inc. • Manifold business forms

Ennis Business Forms, Inc. (Customer) and United Parcel Service, Inc., an Ohio Corporation, (UPS) hereby agree that the UPS Ground, Air, and Sonicair Incentive Program Carrier Agreement, effective March 10, 2003, is amended as follows:

ASSIGNMENT AGREEMENT
Assignment Agreement • September 3rd, 2004 • Ennis, Inc. • Manifold business forms • Texas

This Assignment Agreement (this “Assignment Agreement”) between U.S. Bank National Association, a national banking association (the “Assignor”) and Compass Bank (the “Assignee”) is dated as of June 30, 2004. The parties hereto agree as follows:

Agreement Between MeadWestvaco Paper Group and Ennis, Inc.
Agreement • September 3rd, 2004 • Ennis, Inc. • Manifold business forms • Ohio

This Supply Agreement is made and entered into between Ennis, Inc., headquartered in Midlothian, Texas, its subsidiaries and affiliates (referred to herein as “Ennis, Inc.”) and MeadWestvaco Corporation, a Delaware corporation, headquartered in Stamford, Connecticut (referred to herein as “MeadWestvaco”). This agreement is with respect to the purchase and supply of carbonless paper within the United States of America, and supersedes any and all prior agreements between Ennis, Inc. and MeadWestvaco.

FIRST AMENDMENT AGREEMENT
First Amendment Agreement • September 3rd, 2004 • Ennis, Inc. • Manifold business forms • New York

This First Amendment Agreement (the “Amendment”) is made and entered into as of June 25, 2004 by and among AMIN AMDANI, an individual and resident of the State of Nevada (“Amdani”), Ayesha Amin Amdani, wife of Amdani (“Ms. Amdani”), RAUF GAJIANI, an individual and resident of the State of Nevada (“Gajiani” and, together with Amdani, the “Sellers” or, individually, a “Seller”), CENTRUM ACQUISITION, INC., a Delaware corporation (“Centrum Acquisition”), ENNIS, INC., a Texas corporation (“Redwing”), and MIDLOTHIAN HOLDINGS LLC, a Delaware limited liability company (“Merger Sub”). Terms used herein but not defined herein shall have the meanings set forth in the Stock Purchase Agreement (defined below).

FOURTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • September 3rd, 2004 • Ennis, Inc. • Manifold business forms • Texas

This Fourth Amendment to Credit Agreement (this “Amendment”) is executed as of June 30, 2004, by and among ENNIS, INC. (f/k/a Ennis Business Forms, Inc.), a Texas corporation (“Borrower”), BANK ONE, NA, a national banking association with its main office in Chicago, Illinois, successor by merger to Bank One, Texas, N.A. (“Agent”), as administrative agent for itself and such other entities from time to time designated as “Lenders” under the Loan Agreement (herein defined) (the “Lenders”), and such LENDERS.

INDEMNITY AGREEMENT
Indemnity Agreement • September 3rd, 2004 • Ennis, Inc. • Manifold business forms • Texas

This Indemnity Agreement (the “Agreement”) is made and entered into as of June 25, 2004 by each of LAURENCE ASHKIN (“Ashkin”), ROGER BROWN (“Brown”), JOHN McLINDEN (“McLinden”), ARTHUR SLAVEN (“Slaven” and, together with Ashkin, Brown and McLinden, the “Holders”), ENNIS, INC., a Texas corporation (“Purchaser”), and MIDLOTHIAN HOLDINGS LLC, a Delaware limited liability company (“Merger Sub”). Terms used herein but not defined herein shall have the meanings set forth in the Merger Agreement (defined below).

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