Augat Inc Watch

from 10-Q 1 page Amendment to 1996 Stock Plan

from 10-Q 1 page <page> 1 Augat Inc. 1993 Employee Stock Purchase Plan 1996 Restatement Amendment Whereas, Section 18 of the Above-Titled Plan Authorizes the Committee Established Under the Plan to Amend the Plan; and Whereas, the Committee Wishes to Amend the Plan So That It Conforms to the Provisions of Rule 16b-3 as Amended by the Securities and Exchange Commission in Release No. 34-37260; Now Therefore, the Plan Is Hereby Amended by Deleting the First Sentence of Section 13 and Substituting the Following Sentence Therefor: "The Plan Shall Be Administered by a Committee Designated by the Board of Directors Composed Solely of Two or More Directors Who Are 'Non-Employee Directors' Within the Meaning of Rule 16b-3 Under the Exchange Act, or by the Board of Directors of the Company."

from 10-Q ~10 pages Change of Control Agreement With Marcel Joseph

from 10-Q ~5 pages Employment Agreement With Marcel Joseph

from 10-Q ~10 pages Change of Control Agreement

from 10-Q ~5 pages Employment Agreement With John Lemasters

from 8-K ~5 pages Amendment to Rights Agreement

from 8-K 1 page <page> 1 10.3 Addendum to the Rights Agent Agreement Between Augat, Inc. and the First National Bank of Boston This Addendum Allows the Inclusion of the Following Additional Services and Fees Into Rights Agent Agreement Between Augat, Inc. and the First National Bank of Boston ("Bank of Boston"). A. Fee for Rights Agent Services: $2,500.00 Administrative Fee B. Rights Agent Services: Bank of Boston Agrees to Provide the Following Rights Agent Services to Augat, Inc. in Accordance With the Fee Set Forth in Section a Hereinabove: - Acting as Rights Agent for the Common Stock of Augat, Inc. Under the Terms of the Rights Agent Agreement Dated 8/2/88. C. Items Not Covered: - Conversion of Shareholder Records, Issuance of Rights Certificates, Maintenance of Accounts, Mailings, Legal Review Fees, Etc. Will Be Billed as Incurred. - All Out-Of-Pocket Expenses Such as Postage, Stationery, Telephone Line Charges Associated With Toll-Free Telephone Calls, Overprinting, Excess Material Disposal, Etc. Will Be Billed as Incurred. D. Other Terms and Conditions All Other Terms and Conditions as Set Forth in the Rights Agent Agreement Will Apply Except to the Extent That They Are Specifically Modified in This Addendum. <page> 2 E. Contract Acceptance in Witness Whereof, the Parties Hereto Have Caused This Addendum to Be Executed by Their Respective Officers, Hereunto Duly Agreed and Authorized, as of the Effective Date of This Addendum. the First National Bank of Boston Augat, Inc. By: /S/ Nancy Mardela By: /S/ Lynda M. Avallone Title: Vice President Title: Treasurer Date: 9-21-94 Date: 9-21-94 -2

from 8-K 1 page <page> 1 10.2 Successor Rights Agent Agreement Between Augat, Inc. and the First National Bank of Boston Reference Is Hereby Made to the Rights Agreement ("The Rights Agreement") Dated Between Augat, Inc. ("The Company") and the Chase Manhattan Bank, N.A. ("The Agent"). Pursuant to the Rights Agreement, on September 12, 1994 the Company Gave Notice to the Rights Agent Terminating Its Appointment as Rights Agent Effective November 1, 1994 ("The Termination Date"). the Company Hereby Appoints the First National Bank of Boston ("Bank of Boston") as Successor Rights Agent, and Bank of Boston Hereby Accepts the Appointment, Effective on the Termination Date. Bank of Boston, by Accepting This Appointment, Hereby Represents That It Is a Corporation Organized and Doing Business Under the Laws of the United States, in Good Standing, Which Is Authorized Under Such Laws to Exercise Stock Transfer or Corporate Trust Powers and Is Subject to Supervision or Examination by Federal or State Authority. A. Non-Assignability This Agreement, and the Duties, Obligations and Services to Be Provided Herein, May Not Be Assigned or Otherwise Transferred Without the Prior Written Consent of the Company. B Contract Acceptance in Witness Whereof, the Parties Hereto Have Caused This Agreement to Be Executed by Their Respective Officers, Hereunto Duly Agreed and Authorized, as of the Effective Date of This Agreement. the First National Bank of Boston Augat, Inc. By: /S/ Nancy Mardela By: /S/ Lynda M. Avallone Title: Vice President Title: Treasurer Date: 9-21-94 Date: 9-21-94

from 10-Q ~50 pages Material contract

from 10-Q ~10 pages Employment Agreement

from 10-K ~10 pages Material contract