PROMISSORY NOTEPromissory Note • October 2nd, 2014 • Air Industries Group • Aircraft parts & auxiliary equipment, nec
FOR VALUE RECEIVED, the undersigned, AIR INDUSTRIES GROUP, a Nevada corporation (“AIG”) and AMK WELDING, INC., a Delaware corporation (“Company”) (collectively, AIG and Company are referred to in this Note as “Maker”), jointly and severally promise to pay to the order of DYNAMIC MATERIALS CORPORATION, a Delaware corporation (“Payee”), by wire pursuant to the wiring instructions attached as Exhibit A or at such other place as Payee may from time to time designate by written notice to Maker, in lawful money of the United States of America, the sum of TWO MILLION FIVE HUNDRED THOUSAND DOLLARS (US $2,500,000.00) plus interest as set forth below (the “Loan”). This Note is given in partial payment of the purchase price by AIG of all of the outstanding shares of the capital stock of the Company pursuant to that certain Stock Purchase Agreement dated October 1, 2014 (the “Purchase Agreement”) and does not constitute an independent debt obligation of Maker as the Purchaser under the Purchase Ag
SIXTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 2nd, 2014 • Air Industries Group • Aircraft parts & auxiliary equipment, nec • New York
THIS SIXTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into October 1, 2014 by and among AIR INDUSTRIES MACHINING, CORP. (as successor by merger with Gales Industries Acquisition Corp., Inc.) (“Air”), a corporation organized under the laws of the State of New York, WELDING METALLURGY, INC. (as successor by merger with WMS Merger Corp.) (“WM”), a corporation organized under the laws of the State of New York, NASSAU TOOL WORKS, INC. (formerly known as NTW Operating Inc.) (“NTW”), a corporation organized under the laws of the State of New York, WOODBINE PRODUCTS, INC. (“WP”), a corporation organized under the laws of the State of New York, MILLER STUART INC. (“MS”), a corporation organized under the laws of the State of New York, EUR-PAC CORPORATION (“Eur-Pac”), a corporation organized under the laws of the State of New York, ELECTRONIC CONNECTION CORPORATION (“ECC”), a corporation organized under the laws of the State
COMMERCIAL MORTGAGE DEED AND SECURITY AGREEMENTCommercial Mortgage Deed and Security Agreement • October 2nd, 2014 • Air Industries Group • Aircraft parts & auxiliary equipment, nec
KNOW YE, That AMK WELDING, INC., a Delaware corporation having an office in Bay Shore, New York (hereinafter referred to as "Grantor" and/or "Mortgagor"), for the consideration of ONE ($1.00) DOLLAR and other good and valuable consideration, received to its full satisfaction from DYNAMIC MATERIALS CORPORATION, a Delaware corporation having an office in Boulder, Colorado (hereinafter referred to as "Grantee" and/or "Mortgagee"), do hereby give, grant, bargain, sell and confirm unto the said Mortgagee, its successors and assigns forever, all of their right, title and interest in and to that certain piece or parcel of land, together with the improvements thereon, situated in the Town of South Windsor, County of Hartford and State of Connecticut, known as 283 Sullivan Avenue, and more particularly bounded and described in Schedule A attached hereto and made a part hereof (collectively, the "Land"),
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 2nd, 2014 • Air Industries Group • Aircraft parts & auxiliary equipment, nec • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) made and entered into as of October 1, 2014 (the “Closing Date”), among AMK WELDING, INC., a Delaware corporation (the “Company”), DYNAMIC MATERIALS CORPORATION, a Delaware corporation (“Parent”), and AIR INDUSTRIES GROUP, a Nevada corporation (the “Purchaser”).
