SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 22, 2015, among ALTRA INDUSTRIAL MOTION CORP. and Certain of its Subsidiaries, as Borrowers, and The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative AgentCredit Agreement • February 26th, 2016 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of October 22, 2015, among ALTRA INDUSTRIAL MOTION CORP., a Delaware corporation (f/k/a Altra Holdings, Inc., a Delaware corporation) (the “Company”), certain Subsidiaries of the Company from time to time party hereto pursuant to Section 2.23 (each, a “Designated Borrower” and, together with the Company, the “Borrowers” and each, a “Borrower”), the LENDERS from time to time party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
OMNIBUS REAFFIRMATION AND RATIFICATION, AND AMENDMENT OF COLLATERAL DOCUMENTSCollateral Documents • February 26th, 2016 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • New York
This OMNIBUS REAFFIRMATION AND RATIFICATION, AND AMENDMENT OF COLLATERAL DOCUMENTS (this “Ratification Agreement”) is made as of October 22, 2015, by and among ALTRA INDUSTRIAL MOTION CORP., a Delaware corporation (f/k/a Altra Holdings, Inc., a Delaware corporation, and successor by merger to Altra Power Transmission, Inc., a Delaware corporation (f/k/a Altra Industrial Motion, Inc., a Delaware corporation) (“APT”))) (the “Company”) and the undersigned Subsidiaries of the Company (together with the Company, each a “Grantor” and collectively the “Grantors”) in favor of JPMORGAN CHASE BANK, N.A., as administrative agent under the Second Amended and Restated Credit Agreement referred to below (the “Administrative Agent”), for the ratable benefit of the Secured Parties (as defined in such Second Amended and Restated Credit Agreement).
FORM OF ALTRA INDUSTRIAL MOTION CORP. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • February 26th, 2016 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is made as of «Date_of_Grant» (the “Date of Grant”), by and between Altra Industrial Motion Corp., a Delaware corporation (the “Company”), and «First_Name» «Last_Name» (the “Participant”). This Agreement is subject to all of the terms and conditions as set forth herein and in the Company’s 2014 Omnibus Incentive Plan (the “Plan”), which is incorporated herein by reference.
PATENT SECURITY AGREEMENTPatent Security Agreement • February 26th, 2016 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • New York
This PATENT SECURITY AGREEMENT (this “Agreement”), dated as of October 22, 2015, is made by Warner Electric Technology LLC (each a “Grantor” and, collectively, the “Grantors”), in favor of JPMorgan Chase Bank, N.A., as administrative agent for the Secured Parties defined in the Credit Agreement referred to below (in such capacity, the “Administrative Agent”).
Altra Industrial Motion Corp. 2014 Omnibus Incentive Plan Performance Share Award AgreementPerformance Share Award Agreement • February 26th, 2016 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • Delaware
This Performance Share Award Agreement (the “Agreement”), granted under the Altra Industrial Motion Corp. 2014 Omnibus Incentive Plan, as amended (the “Plan”) is effective as of «Date_of_Grant», and is made between Altra Industrial Motion Corp., a Delaware corporation (the “Company”) and «First_Name» «Last_Name» (the “Recipient”). This Agreement is subject to all of the terms and conditions as set forth herein and in the Plan.
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • February 26th, 2016 • Altra Industrial Motion Corp. • General industrial machinery & equipment, nec • New York
This TRADEMARK SECURITY AGREEMENT (this “Agreement”), dated as of October 22, 2015, is made by Ameridrives International, LLC, Boston Gear LLC, Inertia Dynamics, LLC and TB Wood’s Incorporated (each a “Grantor” and, collectively, the “Grantors”), in favor of JPMorgan Chase Bank, N.A., as administrative agent for the Secured Parties defined in the Credit Agreement referred to below (in such capacity, the “Administrative Agent”).
