AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 24th, 2010 • SMART Technologies Inc. • Alberta
SMART TECHNOLOGIES INC., a body corporate, with its office in the Province of Alberta (hereinafter referred to as the “Corporation”)
AMALGAMATION AGREEMENTAmalgamation Agreement • June 24th, 2010 • SMART Technologies Inc. • Alberta
SCHOOL AMALCO LTD., a corporation incorporated under the laws of the Province of Alberta, having its registered office in Calgary, Alberta (“School”)
Director and Officer Indemnification AgreementDirector and Officer Indemnification Agreement • June 24th, 2010 • SMART Technologies Inc. • Alberta
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made as of this day of , , between SMART Technologies Inc. (the “Corporation”), a corporation incorporated under the Business Corporations Act (Alberta) and (the “Indemnified Party”).
LOAN AND INDEMNITY AGREEMENT (this “Loan Agreement”)Loan and Indemnity Agreement • June 24th, 2010 • SMART Technologies Inc. • Alberta
WHEREAS SMART Bricks and Mortar Inc. (the “Borrower”) is or will become indebted to Royal Bank of Canada (“Royal”) in the principal amount of up to $52,000,000 (the “Royal Construction Loan”) in respect of a loan obtained or to be obtained by the Borrower pursuant to a credit agreement dated as of May 9, 2008 (the “Royal Credit Agreement”) between the Borrower, Royal and RBC Capital Markets (the “Arranger”) for the purposes of constructing the Project;
SMART TECHNOLOGIES LOAN AGREEMENTLoan Agreement • June 24th, 2010 • SMART Technologies Inc. • Alberta
WHEREAS pursuant to a participation election dated (the “Participation Election”), the Borrower elected to purchase common shares in the capital of Smart Tech (the “Equity Plan Shares”) in accordance with the terms and conditions of Smart Tech 2009 Participant Equity Loan Plan (the “Plan”) dated as of January 1, 2009;
HOLDINGS CREDIT AGREEMENT Dated as of August 28, 2007 among SMART TECHNOLOGIES (HOLDINGS) INC., as Borrower, DEUTSCHE BANK AG, CANADA BRANCH, as Administrative Agent, and THE OTHER LENDERS PARTY HERETO DEUTSCHE BANK SECURITIES INC. as Joint Lead...Holdings Credit Agreement • June 24th, 2010 • SMART Technologies Inc. • New York
This HOLDINGS CREDIT AGREEMENT (“Agreement”) is entered into as of August 28, 2007, among SMART TECHNOLOGIES (HOLDINGS) INC., a corporation incorporated under the laws of the Province of Alberta, Canada (“Borrower”), DEUTSCHE BANK AG, CANADA BRANCH, as Administrative Agent (“DB Canada”), and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
AGREEMENT FOR SALE AND PURCHASE OF SHARES KUWAIT FINANCE HOUSE (BAHRAIN) B.S.C (c), NEW ZEALAND AUSTRALIA PRIVATE EQUITY FUND COMPANY B.S.C (c), JOLIMONT CAPITAL PARTNERS PTY LTD., ASCOT PRIVATE EQUITY LIMITED, TOUCH HOLDINGS LIMITED, AND ASCOT...Agreement for Sale And • June 24th, 2010 • SMART Technologies Inc.
NOW, THEREFORE, in consideration of the mutual covenants and agreements of the Parties to this Agreement set forth below, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:
SECOND LIEN CREDIT AGREEMENT Dated as of August 28, 2007 among SMART TECHNOLOGIES ULC, as Borrower, SMART TECHNOLOGIES (HOLDINGS) INC., as Holdings, DEUTSCHE BANK AG, CANADA BRANCH, as Administrative Agent and, Collateral Agent, and THE OTHER LENDERS...Second Lien Credit Agreement • June 24th, 2010 • SMART Technologies Inc. • New York
This SECOND LIEN CREDIT AGREEMENT (“Agreement”) is entered into as of August 28, 2007, among SMART TECHNOLOGIES ULC, an unlimited liability corporation amalgamated under the laws of the Province of Alberta, Canada (the “Borrower”), SMART TECHNOLOGIES (HOLDINGS) INC., a corporation incorporated under the laws of the Province of Alberta, Canada (“Holdings”), DEUTSCHE BANK AG, CANADA BRANCH, as Administrative Agent and Collateral Agent, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
FIRST LIEN CREDIT AGREEMENT Dated as of August 28, 2007 among SMART TECHNOLOGIES ULC, as Borrower, SMART TECHNOLOGIES (HOLDINGS) INC., as Holdings, DEUTSCHE BANK AG, CANADA BRANCH, as Administrative Agent, Collateral Agent and L/C Issuer, and THE...First Lien Credit Agreement • June 24th, 2010 • SMART Technologies Inc. • New York
This FIRST LIEN CREDIT AGREEMENT (“Agreement”) is entered into as of August 28, 2007, among SMART TECHNOLOGIES ULC, an unlimited liability corporation amalgamated under the laws of the Province of Alberta, Canada (the “Borrower”), SMART TECHNOLOGIES (HOLDINGS) INC., a corporation incorporated under the laws of the Province of Alberta, Canada (“Holdings”), DEUTSCHE BANK AG, CANADA BRANCH, as Administrative Agent and Collateral Agent and ROYAL BANK OF CANADA as RC Agent and Swing Line Lender, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
FIRST AMENDMENT TO FIRST LIEN CREDIT AGREEMENTFirst Lien Credit Agreement • June 24th, 2010 • SMART Technologies Inc.
FIRST AMENDMENT TO FIRST LIEN CREDIT AGREEMENT (this “First Amendment”), dated as of May 11, 2010, among SMART TECHNOLOGIES ULC (the “Borrower”), SMART TECHNOLOGIES INC. (f/k/a SMART TECHNOLOGIES (HOLDINGS) INC.) (“Holdings”), the lending institutions party to the Credit Agreement referred to below (the “Lenders”), DEUTSCHE BANK AG, CANADA BRANCH, as Administrative Agent (in such capacity, the “Administrative Agent”) and ROYAL BANK OF CANADA, as RC Agent (in such capacity, the “Initial RC Agent”). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined shall have the respective meanings provided such terms in the Credit Agreement referred to below.
