COMPOSITE COPY CURRENT TO MARCH 1, 2002 CREDIT AGREEMENT Dated as of September 22, 1999Credit Agreement • March 20th, 2002 • Chiquita Brands International Inc • Agricultural production-crops • North Carolina
RECITALS --------Credit Agreement • February 8th, 2000 • Chiquita Brands International Inc • Agricultural production-crops
RECITALSPledge Agreement • February 8th, 2000 • Chiquita Brands International Inc • Agricultural production-crops • New York
CHIQUITA BRANDS INTERNATIONAL, INC. and THE FIFTH THIRD BANK, as Trustee -------------------------------------------- FIRST SUPPLEMENTAL INDENTURE Dated as of June 26, 1998 To INDENTURE Dated as of November 30, 1991...First Supplemental Indenture • August 13th, 1998 • Chiquita Brands International Inc • Agricultural production-crops
Exhibit 10-I GUARANTY THIS GUARANTY (this "GUARANTY") is made as of March 12, 2001, by Chiquita Brands, Inc., a Delaware corporation ("GUARANTOR"). RECITALS WHEREAS, Guarantor is a wholly-owned subsidiary of Chiquita Brands International, Inc., a New...Guaranty • April 2nd, 2001 • Chiquita Brands International Inc • Agricultural production-crops • Ohio
BY AND BETWEENStock Purchase Agreement • February 23rd, 2005 • Chiquita Brands International Inc • Agricultural production-crops • Tennessee
EXHIBIT 10.1 PURCHASE AGREEMENTPurchase Agreement • March 7th, 2003 • Chiquita Brands International Inc • Agricultural production-crops • New York
1 EXHIBIT 1 DRAFT 2/5/96 CHIQUITA BRANDS INTERNATIONAL, INC. SECURITIES UNDERWRITING AGREEMENT BASIC PROVISIONSUnderwriting Agreement • February 7th, 1996 • Chiquita Brands International Inc • Meat packing plants • New York
CHIQUITA BRANDS INTERNATIONAL, INC. ("COMPANY") $200,000,000 10% Senior Notes due 2009Terms Agreement • June 16th, 1999 • Chiquita Brands International Inc • Agricultural production-crops • New York
Exhibit 10-b SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 27, 2003Credit Agreement • March 31st, 2003 • Chiquita Brands International Inc • Agricultural production-crops • New York
COMPOSITE COPY CURRENT TO MARCH 27, 2003 CREDIT AGREEMENT Dated as of September 22, 1999Credit Agreement • May 15th, 2003 • Chiquita Brands International Inc • Agricultural production-crops • North Carolina
ARTICLE I ISSUANCE OF WARRANTS AND EXECUTION AND DELIVERY OF WARRANT CERTIFICATESWarrant Agreement • March 31st, 2003 • Chiquita Brands International Inc • Agricultural production-crops • New Jersey
EXHIBIT 10.3 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 7th, 2003 • Chiquita Brands International Inc • Agricultural production-crops • New York
andThird Supplemental Indenture • June 23rd, 1999 • Chiquita Brands International Inc • Agricultural production-crops • New York
RECITALSSecurity Agreement • February 8th, 2000 • Chiquita Brands International Inc • Agricultural production-crops
Chiquita Brands International, Inc. Underwriting AgreementUnderwriting Agreement • February 8th, 2008 • Chiquita Brands International Inc • Agricultural production-crops • New York
Chiquita Brands International, Inc., a New Jersey corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom Goldman, Sachs & Co. and Morgan Stanley & Co. Incorporated are acting as representatives (the “Representatives”), an aggregate of $175,000,000 principal amount of its 4.25% Convertible Senior Notes due 2016 (the “Firm Securities”). The Company also proposes to issue and sell to the Underwriters not more than an additional $25,000,000 principal amount of its 4.25% Convertible Senior Notes due 2016 (the “Optional Securities”) if and to the extent that the Underwriters shall have determined to exercise the right to purchase such 4.25% Convertible Senior Notes due 2016 granted to the Underwriters in Section 2 hereof for the sole purpose of covering overallotments. The Firm Securities and the Optional Securities are hereinafter collectively referred to as the
CREDIT AGREEMENT by and among WELLS FARGO BANK, NATIONAL ASSOCIATION as Administrative Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, MERRILL, LYNCH, PIERCE, FENNER & SMITH INCORPORATED, COÖPERATIEVE CENTRALE RAIFFEISEN – BOERENLEENBANK B.A.,...Credit Agreement • February 8th, 2013 • Chiquita Brands International Inc • Agricultural production-crops • Illinois
THIS CREDIT AGREEMENT (this "Agreement"), is entered into as of February 5, 2013, by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a "Lender", as that term is hereinafter further defined), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, "Agent"), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as a lead arranger,MERRILL, LYNCH, PIERCE, FENNER & SMITH INCORPORATED,as a lead arranger, COÖPERATIEVE CENTRALE RAIFFEISEN – BOERENLEENBANK B.A., "RABOBANK NEDERLAND", NEW YORK BRANCH,as a lead arranger and GOLDMAN SACHS BANK USA, as a lead arranger(in such capacity, together with their successors and assigns in such capacity, collectively the "Joint Lead Arrange
ARTICLE I ISSUANCE OF WARRANTS AND EXECUTION AND DELIVERY OF WARRANT CERTIFICATESWarrant Agreement • March 19th, 2002 • Chiquita Brands International Inc • Agricultural production-crops • New Jersey
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • October 3rd, 1997 • Chiquita Brands International Inc • Agricultural production-crops • Ohio
Exhibit 10.1 TERMINATION AND RELEASE AGREEMENT --------------------------------- AGREEMENT (this "Agreement"), dated as of March 25, 2002, by and between CHIQUITA BRANDS INTERNATIONAL, INC. (the "Company"), and STEVEN G. WARSHAW (the "Executive")....Termination and Release Agreement • May 15th, 2002 • Chiquita Brands International Inc • Agricultural production-crops • Ohio
Exhibit 10-p SEVERANCE AGREEMENT ------------------- CONFORMED TO INCLUDE AMENDMENTS MADE BY AMENDMENT TO SEVERANCE AGREEMENT DATED FEBRUARY 14, 2001Severance Agreement • March 20th, 2002 • Chiquita Brands International Inc • Agricultural production-crops • Ohio
Exhibit 10.1 SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 27, 2003Credit Agreement • November 13th, 2003 • Chiquita Brands International Inc • Agricultural production-crops • New York
REGISTRATION RIGHTS AGREEMENT Dated June 28, 2005 between CHIQUITA BRANDS INTERNATIONAL, INC. and MORGAN STANLEY & CO. INCORPORATED WACHOVIA CAPITAL MARKETS, LLC GOLDMAN, SACHS & CO. BB&T CAPITAL MARKETS, A DIVISION OF SCOTT & STRINGFELLOW, INC. ABN...Registration Rights Agreement • July 1st, 2005 • Chiquita Brands International Inc • Agricultural production-crops • New York
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into June 28, 2005, between CHIQUITA BRANDS INTERNATIONAL, INC., a New Jersey corporation (the “Company”), and MORGAN STANLEY & CO. INCORPORATED, WACHOVIA CAPITAL MARKETS, LLC, GOLDMAN, SACHS & CO., BB&T CAPITAL MARKETS, A DIVISION OF SCOTT & STRINGFELLOW, INC, ABN AMRO INCORPORATED and RABO SECURITIES USA, INC. (the “Placement Agents”).
EXHIBIT 10.1 FRAMEWORK AGREEMENT The undersigned, His Excellency, Joaquin Jacome Diez, Minister of Commerce and Industry of Panama, Jose Morris Quintero, acting as Secretary General of SINDICATO INDUSTRIAL DE CHIRIQUI LAND COMPANY Y EMPRESAS AFINES...Framework Agreement • May 15th, 2003 • Chiquita Brands International Inc • Agricultural production-crops
Exhibit 10-q GUARANTY THIS GUARANTY (this "Guaranty") is made as of March 12, 2001, by Chiquita Brands, Inc., a Delaware corporation ("Guarantor"). RECITALS WHEREAS, Guarantor is a wholly-owned subsidiary of Chiquita Brands International, Inc., a New...Guaranty • April 2nd, 2001 • Chiquita Brands International Inc • Agricultural production-crops • Ohio
Exhibit 10-j SEVERANCE AGREEMENT CONFORMED TO INCLUDE AMENDMENTS MADE BY AMENDMENT TO SEVERANCE AGREEMENT DATED FEBRUARY 14, 2001 THIS AGREEMENT, dated January 16, 2001, is made by and between Chiquita Brands International, Inc., a New Jersey...Severance Agreement • August 14th, 2002 • Chiquita Brands International Inc • Agricultural production-crops • Ohio
AGREEMENT AND PLAN OF MERGERMerger Agreement • October 15th, 2014 • Chiquita Brands International Inc • Agricultural production-crops • New York
This AGREEMENT AND PLAN OF MERGER, dated as of October ___, 2014 (this “Agreement”), is made and entered into by and among CAVENDISH GLOBAL LIMITED, an England and Wales company (“Parent”), CAVENDISH ACQUISITION CORPORATION, a New Jersey corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”), CHIQUITA BRANDS INTERNATIONAL, INC., a New Jersey corporation (the “Company”), and, solely for purposes of Article IX, BURLINGTOWN UK LTD and ERICHTON INVESTMENTS LTD. (each, a “Guarantor” and collectively, the “Guarantors”). Parent, Merger Sub and the Company are referred to individually as a “Party” and collectively as the “Parties.”
Exhibit 10-u CHIQUITA BRANDS INTERNATIONAL, INC. 2002 STOCK OPTION AND INCENTIVE PLAN RESTRICTED STOCK AWARD AND AGREEMENT Chiquita Brands International, Inc., a New Jersey corporation ("Company"), hereby awards to you (the "Grantee" named below)...Restricted Stock Award Agreement • March 31st, 2003 • Chiquita Brands International Inc • Agricultural production-crops
Chiquita Brands International, Inc., a New Jersey corporation ("Company"), hereby awards to you (the "Grantee" named below) restricted shares of the Company's Common Stock, par value $.01 per share ("Shares"), subject to the terms of this Agreement. This award is being made pursuant to the non-employee director restricted stock program under the Chiquita 2002 Stock Option and Incentive Plan (the "Plan"). The Shares will be issued at no cost to you on the day that you cease to be a non-employee director of the Company. Please read this Agreement carefully and return one copy as requested below. Unless otherwise provided in this Agreement, capitalized terms have the meanings specified in the Plan.
Exhibit 10-n AWARD SHARE AGREEMENT THIS AGREEMENT, entered into as of February 21, 2002 (the "Agreement Date"), by and between David J. Ockleshaw (the "Participant") and Chiquita Brands International, Inc. (the "Company"); WITNESSETH THAT: WHEREAS,...Award Share Agreement • August 14th, 2002 • Chiquita Brands International Inc • Agricultural production-crops
AMENDED AND RESTATED CREDIT AGREEMENT AMONG CHIQUITA BRANDS L.L.C., AS BORROWER CHIQUITA BRANDS INTERNATIONAL, INC., THE LENDERS NAMED HEREIN AND COÖPERATIEVE CENTRALE RAIFFEISEN - BOERENLEENBANK B.A., “RABOBANK NEDERLAND”, NEW YORK BRANCH, AS...Credit Agreement • November 7th, 2011 • Chiquita Brands International Inc • Agricultural production-crops • New York
THIS PARENT GUARANTEE AGREEMENT (this “Guarantee Agreement”) dated as of March 31, 2008 is made by CHIQUITA BRANDS INTERNATIONAL, INC., a New Jersey corporation (the “Guarantor”), in favor of the Secured Parties (as defined in the Credit Agreement referred to below).
SEVERANCE AGREEMENTSeverance Agreement • November 4th, 2014 • Chiquita Brands International Inc • Agricultural production-crops • North Carolina
THIS AGREEMENT, dated as of August 22, 2014 is made by and between Chiquita Brands International, Inc., a New Jersey corporation (the “Company”), and ______________ (the “Executive”).
EXHIBIT 10-B CHIQUITA BRANDS INTERNATIONAL, INC. 2002 STOCK OPTION AND INCENTIVE PLAN STOCK APPRECIATION RIGHT AWARD AND AGREEMENT Congratulations! You have been awarded stock appreciation rights under the Chiquita 2002 Stock Option and Incentive Plan...Stock Appreciation Right Award Agreement • November 13th, 2002 • Chiquita Brands International Inc • Agricultural production-crops
Congratulations! You have been awarded stock appreciation rights under the Chiquita 2002 Stock Option and Incentive Plan (the "Plan"). This award offers you an opportunity to share in the Company's long-term growth by giving you the right over the next ten years to receive a benefit, payable in shares of the Company's Common Stock (or cash or a combination of both), equal to the difference between the market value of the Common Stock when you exercise the stock appreciation rights and the Reference Price listed below. Please read this Agreement carefully and return one copy as requested below. Unless otherwise provided in this Agreement, capitalized terms have the meanings specified in the Plan.
andIndenture • March 12th, 2002 • Chiquita Brands International Inc • Agricultural production-crops • New York
Exhibit 10.1 CREDIT AGREEMENT Dated as of March 7, 2001Credit Agreement • March 14th, 2001 • Chiquita Brands International Inc • Agricultural production-crops • New York
RECITALSCredit Agreement • August 9th, 1999 • Chiquita Brands International Inc • Agricultural production-crops
