Hlm Design – Fifth Amendment to Revolving Credit, Term Loan, Capital Expenditure Loan, Guaranty and Security Agreement (December 16th, 2002)
Preamble. THIS FIFTH AMENDMENT TO REVOLVING CREDIT, TERM LOAN, CAPITAL EXPENDITURE LOAN, GUARANTY AND SECURITY AGREEMENT (hereinafter, together with all schedules and exhibits hereto, and any supplements, additions, modifications or amendments thereto made from time to time called the Fifth Amendment), dated as of December 11, 2002 (the Fifth Amendment Date), is made by and among HLM DESIGN, INC., a Delaware corporation, as borrower (Borrower); all those parties identified in the Credit Agreement (defined below) as the Affiliate Guarantors (the Affiliate Guarantors); WHITEHALL BUSINESS CREDIT CORPORATION, a New York corporation (hereinafter, together with its successors and permitted assigns, called WBCC), as successor-in-interest to IBJ WHITEHALL BUSINESS CREDIT CORPORATION, as sole Lender thereunder and as agent for all Lenders from time to time party thereto and any Issuer (WBCC, acting in such latter capacity, the Agent).
Hlm Design – Contract (July 26th, 2000)
Exhibit 10.45 GOODWILL PURCHASE AGREEMENT This Goodwill Purchase Agreement (the "Agreement"), dated as of the 28th day of April, 2000, is by and between HLM DESIGN, INC. (the "Purchaser") and SCOTT L. BRADY, P.E. ("Seller"). Agreement --------- Purchaser and Seller are parties to a Stock Purchase Agreement (the "Stock Purchase Agreement") dated April 28, 2000, concerning the sale and purchase of all of the outstanding capital stock of BL&P Engineers, Inc. (the "Company") by Purchaser from Seller. In connection with and pursuant to the Stock Purchase Agreement, Purchaser and Seller have also agreed to the sale and purchase of the Seller's Goodwill (defined below) pursuant to the terms of this Agreement. In consideration of the respective covenants, representations and warranties herein contained, and intending to be legally bound hereby, the parties hereto