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(6) Purchase or contract for the purchase of additional aircraft, or other major facilities except as provided in Article Ninth above.

TWENTY-SIXTH. Except with the concurrence of the other party, COLONIAL and PURCHASER agree that, the date of this Agreement to the Closing Date, both will not reduce their respective current insurance coverage with respect to aircraft, properties, and operations and will maintain such insurance coverage with respect thereto as is normal in the type of business conducted by each.

TWENTY-SEVENTH. From the date of this Agreement to the Closing Date determined as hereinafter provided, PURCHASER will not, without the concurrence of COLONIAL in writing:
(1) Declare or pay any dividend on Common stock unless after payment of such dividend PURCHASER'S net worth per share will be equal to or in excess of its net worth per share as of December 31, 1953;

(2) Decrease its authorized or issued capital stock, or increase its issued capital stock except as required to honor outstanding options and except when issued in exchange for fair value; and except that PURCHASER may, at any time prior to sixty (60) days after the "Government approval date", issue stock dividends, provided the amount so issued as dividends does not result in decreasing the net worth per share of PURCHASER'S stock outstanding after the issuance of such stock dividend below the net worth per share of PURCHASER'S stock outstanding  on December 31, 1953 and provided further that in the event PURCHASER issues any such stock dividend COLONIAL'S Board of Directors shall then have the right, notwithstanding any other provisions of this Agreement, to issue to the then holders of the COLONIAL stock which was outstanding on the date of this Agreement additional shares of COLONIAL stock in an amount which bears the same proportion to the total number of outstanding COLONIAL shares, as of the date of this Agreement, as the number of PURCHASER'S shares issued as a stock dividend hereunder bears to the total number of PURCHASER'S shares outstanding at the date of this Agreement; said additional shares of COLONIAL when issued shall be sold at a price per share of 50% of the average closing price per share of PURCHASER'S stock for the ninety (90) calendar days next preceding the date on which PURCHASER declared any such stock dividend or such lower price as shall be agreed to by PURCHASER'S Board of Directors. The number of shares of COLONIAL stock which each stockholder shall be entitled to purchase under this provision shall bear the same relation to the maximum number of shares that COLONIAL is permitted to issue pursuant to this provision as the number of COLONIAL shares he holds, which were outstanding on the date of this Agreement, bears to the total number of COLONIAL shares outstanding on the date of this Agreement. In the event that COLONIAL shall issue shares pursuant to the provisions of this paragraph, PURCHASER shall issue and on the Closing Date shall make available to Colonial (1) one additional share of common stock of PURCHASER for each (2) two shares of Colonial issued by Colonial pursuant to the provisions of this paragraph. Any stock which PURCHASER may issue under the provisions of this paragraph which is not required to fulfill its commitments hereunder shall revert to the treasury of PURCHASER prior to the Closing Date.

TWENTY-EIGHTH. Subject to the terms and conditions of this Agreement, COLONIAL agrees that:

1. It will sell, assign, covey and deliver to PURCHASER, on the Closing Date hereinafter provided, all its business, property and assets, real, personal and mixed, tangible and intangible, including without limiting the generality thereof, all assets reflected on its books of account as of the Closing Date and (i) such rights as it may have under any executory contracts, (ii) its franchises and Certificates of Public Convenience and Necessity, and(iii) its books and records (including all accounting records, to which COLONIAL shall have reasonable access, but excluding corporate records), all free and clear of any mortgage, pledge, lien, conditional sale agreement, encumbrance or charge except for such liens as may be shown on its above-mentioned balance sheet as securing the specified liabilities (with respect to which no default shall exist) and except for minor imperfections of title and encumbrances, if any, which are not substantial in nature or amount, do not materially detract from the value of the property subject thereto or materially impair COLONIAL'S operations, and have arisen only in the ordinary course of business, and except for the Chattel Mortgage mentioned in Article TENTH above. Items of personal property of COLONIAL to be sold hereunder shall be located, on 

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