100,000,000 Aggregate Principal Amount of 13% Senior Subordinated Notes due 2008 and 2,291.268 Shares of Series A Common StockWellman North America Inc • December 22nd, 1998 • Services-automotive repair, services & parking • Delaware
ARTICLE 1 DEFINITIONS SECTION 1.01. Definitions......................................................1 ARTICLE 2 REGISTRATION RIGHTSRegistration Rights Agreement • December 22nd, 1998 • Wellman North America Inc • Services-automotive repair, services & parking • New York
ENVIRONMENTAL SYSTEMS PRODUCTS HOLDINGS INC. as IssuerIndenture • December 22nd, 1998 • Wellman North America Inc • Services-automotive repair, services & parking • New York
Defined Term Location of Definition ------------ ---------------------- Affiliate -section- 9.03(a) Agreement Preamble Acquisition Proposal -section- 6.05(a) Beneficial Owner -section- 9.03(b) Blue Sky Laws -section- 3.05(b) Board Recitals Business...Agreement and Plan of Merger • December 22nd, 1998 • Wellman North America Inc • Services-automotive repair, services & parking • Delaware
Exhibit 10.50 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made as of October 16, 1998, by ENVIROSYSTEMS CORP., a Delaware corporation with its principal place of business at 7 Kripes Road, Granby, Connecticut 06026 (the...Employment Agreement • December 22nd, 1998 • Wellman North America Inc • Services-automotive repair, services & parking • Delaware
Exhibit 10.51 CREDIT AGREEMENT DATED AS OF OCTOBER 15, 1998Credit Agreement • December 22nd, 1998 • Wellman North America Inc • Services-automotive repair, services & parking • New York
MOTOR VEHICLE EMISSIONS INSPECTION AND MAINTENANCE PROGRAM Amendment No. 5 THIS AGREEMENT dated for reference the l4th day of August, 1992. BETWEEN: HER MAJESTY THE QUEEN IN RIGHT OF THE PROVINCE OF BRITISH COLUMBIA represented by the Superintendent...Agreement • December 22nd, 1998 • Wellman North America Inc • Services-automotive repair, services & parking
Exhibit 10.48 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made as of October 16, 1998, by ENVIROSYSTEMS CORP., a Delaware corporation with its principal place of business at 7 Kripes Road, Granby, Connecticut 06026 (the...Employment Agreement • December 22nd, 1998 • Wellman North America Inc • Services-automotive repair, services & parking • Delaware
Exhibit 10.16 AGREEMENT FOR RENEWAL OF CONTRACT FOR MOTOR VEHICLE INSPECTION PROGRAM ZONE 3 - PALM BEACH COUNTY WHEREAS, Envirotest Technologies (hereinafter referred to as "Contractor"), and the Department of Highway Safety and Motor Vehicles...Agreement • December 22nd, 1998 • Wellman North America Inc • Services-automotive repair, services & parking
Exhibit 10.33 AMENDMENT NUMBER FOUR TO THE GENERAL CONDITIONS OF THE CONTRACT FOR THE ESTABLISHMENT AND OPERATION OF MOTOR VEHICLE INSPECTION/MAINTENANCE PROGRAM FOR THE STATE OF MINNESOTA POLLUTION CONTROL AGENCY This Amendment Number Four is made to...Wellman North America Inc • December 22nd, 1998 • Services-automotive repair, services & parking
STATE OF ILLINOIS ENVIRONMENTAL PROTECTION AGENCY AMENDMENT NUMBER 1 TO AGENCY SERVICE AGREEMENTAgency Service Agreement • December 22nd, 1998 • Wellman North America Inc • Services-automotive repair, services & parking
Exhibit 10.49 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made as of October 16, 1998, by ENVIROSYSTEMS CORP., a Delaware corporation with its principal place of business at 7 Kripes Road, Granby, Connecticut 06026 (the...Employment Agreement • December 22nd, 1998 • Wellman North America Inc • Services-automotive repair, services & parking • Delaware
ENVIROSYSTEMS CORP.Subscription Agreement • December 22nd, 1998 • Wellman North America Inc • Services-automotive repair, services & parking • New York
Exhibit 10.34 AMENDMENT NUMBER FIVE TO THE GENERAL CONDITIONS OF THE CONTRACT FOR THE ESTABLISHMENT AND OPERATION OF MOTOR VEHICLE INSPECTION/MAINTENANCE PROGRAM FOR THE STATE OF MINNESOTA POLLUTION CONTROL AGENCY This Amendment Number Five is made to...Wellman North America Inc • December 22nd, 1998 • Services-automotive repair, services & parking
AMENDMENT NO. 3 TO CONTRACT NO. L-90-5140 BY AND BETWEEN THE METROPOLITAN GOVERNMENT OF NASHVILLE AND DAVIDSON COUNTY AND ENVIROTEST SYSTEMS CORP. (FORMERLY HAMILTON TEST SYSTEMS, INC.) This Amendment to Contract No. L-90-5140 is made effective this...Wellman North America Inc • December 22nd, 1998 • Services-automotive repair, services & parking
AMENDMENT NO. 1 TO CONTRACT BETWEEN ENVIROTEST SYSTEMS CORPORATION AND STATE OF TENNESSEE DEPARTMENT OF ENVIRONMENT AND CONSERVATION WHEREAS, Envirotest Systems Corporation and the State of Tennessee, Department of Environment and Conservation,...Wellman North America Inc • December 22nd, 1998 • Services-automotive repair, services & parking
