0001193125-07-153420 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • July 11th, 2007 • Akrion, Inc. • Special industry machinery, nec • Pennsylvania

THIS EMPLOYMENT AGREEMENT is made as of the 10th day of July, 2007, by and between AKRION, INC., a Delaware corporation (the “Company”), and JAMES S. MOLINARO (“Executive”).

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TERM LOAN AND SECURITY AGREEMENT between AKRION, INC. as Borrower, the Subsidiary Guarantors party hereto as Guarantors, and BHC INTERIM FUNDING II, L.P. as Lender Dated as of July 5, 2006
Term Loan and Security Agreement • July 11th, 2007 • Akrion, Inc. • Special industry machinery, nec • New York

This TERM LOAN AND SECURITY AGREEMENT is dated as of July 5, 2006 and entered into by and between AKRION, INC., a Delaware corporation, as borrower (“Borrower”), the Subsidiary Guarantors party hereto, as Guarantors, and BHC INTERIM FUNDING II, L.P., a Delaware limited partnership, as lender (“Lender”), with offices at 444 Madison Avenue, New York, New York 10022.

REVOLVING CREDIT AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS AGENT) WITH AKRION, INC. AND GOLDFINGER TECHNOLOGIES, LLC (BORROWERS) August 5, 2005
Credit and Security Agreement • July 11th, 2007 • Akrion, Inc. • Special industry machinery, nec • Pennsylvania

Revolving Credit and Security Agreement dated August 5, 2005 among AKRION, INC., a corporation organized under the laws of the State of Delaware (“Akrion”) and GOLDFINGER TECHNOLOGIES, LLC, a limited liability company organized under the laws of the State of Delaware (“Goldfinger”) (Akrion and Goldfinger, each a “Borrower” and collectively “Borrowers”), the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for Lenders (PNC, in such capacity, the “Agent”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 11th, 2007 • Akrion, Inc. • Special industry machinery, nec • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated October 3, 2006, is by and between SCP GLOBAL TECHNOLOGIES, INC., a Delaware corporation (“SCP”), and AKRION, INC., a Delaware corporation (the “Company”).

ROYALTY AGREEMENT
Royalty Agreement • July 11th, 2007 • Akrion, Inc. • Special industry machinery, nec • Delaware

This ROYALTY AGREEMENT (this “Agreement”) is executed by WESTAR CAPITAL II, LLC, a Delaware limited liability company (“Westar”), AKRION, LLC, a Delaware limited liability company (“Akrion”), and GOLDFINGER TECHNOLOGIES, LLC, a Delaware limited liability company (“Newco”), and is entered into as of the 10th day of March, 2004.

ASSET PURCHASE AGREEMENT BY AND AMONG AKRION, INC., a Delaware corporation, AKRION SCP ACQUISITION CORP., a Delaware corporation, SCP GLOBAL TECHNOLOGIES, INC., a Delaware corporation, SCP U.S., INC., a Delaware corporation, SCP SERVICES, INC., an...
Asset Purchase Agreement • July 11th, 2007 • Akrion, Inc. • Special industry machinery, nec • Pennsylvania

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into on this 12th day of September, 2006, by and among AKRION, INC., a Delaware corporation (“Parent”), AKRION SCP ACQUISITION CORP., a Delaware corporation (“Buyer”), SCP GLOBAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”), SCP U.S., INC., a Delaware corporation and a wholly-owned subsidiary of the Company, SCP SERVICES, INC., an Idaho corporation and a wholly-owned subsidiary of the Company, SCP IP, INC., a Delaware corporation and a wholly-owned subsidiary of the Company, and SCP INTERNATIONAL NETHERLANDS, B.V., a company organized under the laws of the Netherlands and a wholly-owned subsidiary of the Company (the Company and each Company Subsidiary listed above, a “Seller” and collectively, “Sellers”).

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