EXHIBIT 3.10 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 3rd, 2002 • Celestica Inc • Printed circuit boards • New York
CONFIDENTIAL MATERIALS OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE OMISSIONS. ASSET PURCHASE AGREEMENT BY AND BETWEENAsset Purchase Agreement • May 22nd, 2001 • Celestica Inc • Electronic components, nec • New York
CELESTICA INC. ___________ SUBORDINATE VOTING SHARES(1) FORM OF UNDERWRITING AGREEMENT Dated: ____________ ---------------------- (1) Appropriate changes to be made for the offer and sale of securities other than Subordinate Voting Shares. CELESTICA...Underwriting Agreement • September 12th, 2001 • Celestica Inc • Electronic components, nec • New York
EXECUTION VERSION CELESTICA INC. US$250,000,000 7-5/8 % Senior Subordinated Notes due 2013 Underwriting AgreementUnderwriting Agreement • June 17th, 2005 • Celestica Inc • Printed circuit boards • New York
CELESTICA INC. AND THE SUBSIDIARIES DESIGNATED HEREIN, AS BORROWERS - AND -Credit Agreement • September 12th, 2001 • Celestica Inc • Electronic components, nec • Ontario
as Issuer ANDIndenture • November 17th, 2000 • Celestica Inc • Electronic components, nec • New York
EXHIBIT 3.2 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 22nd, 2001 • Celestica Inc • Electronic components, nec • New York
RECITALS OF THE COMPANYIndenture • November 14th, 2008 • Celestica Inc • Printed circuit boards • New York
ARTICLE II REPRESENTATIONS AND WARRANTIES OF SELLERStock Purchase Agreement • April 21st, 2003 • Celestica Inc • Printed circuit boards
ARRANGEMENT AGREEMENTArrangement Agreement • May 3rd, 2002 • Celestica Inc • Printed circuit boards • Ontario
AMENDED AND RESTATED STOCKHOLDER AGREEMENTStockholder Agreement • February 9th, 2004 • Celestica Inc • Printed circuit boards • Delaware
This AMENDED AND RESTATED STOCKHOLDER AGREEMENT is made as of February 9, 2004 (this "Agreement") by and among CELESTICA INC., a corporation organized under the laws of the Province of Ontario, Canada ("Parent"), MSL ACQUISITION SUB INC., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), and Alan R. Cormier (the "Stockholder").
EXHIBIT 3.6.1 AMENDMENT NO. 1 TO THE ASSET PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO THE ASSET PURCHASE AGREEMENT (the "Amending Agreement") is made and is effective the 4th day of May, 2001, by and between CELESTICA CORPORATION, a Delaware...Asset Purchase Agreement • May 22nd, 2001 • Celestica Inc • Electronic components, nec • New York
Subordinate Voting Shares Underwriting AgreementUnderwriting Agreement • August 3rd, 2023 • Celestica Inc • Printed circuit boards
Onex Corporation (the “Selling Shareholder”), a shareholder of Celestica Inc., an Ontario corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters,” which term shall also include any underwriter substituted as hereafter provided in Section 10 hereof, and to the extent there is only a single underwriter, the term “Underwriters” shall be deemed to refer to the single underwriter mutatis mutandis) an aggregate of 6,757,198 subordinate voting shares (the “Shares”) of the Company.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 21st, 2005 • Celestica Inc • Printed circuit boards • Ontario
CELESTICA INC., a corporation incorporated under the laws of the Province of Ontario (hereinafter called the "Corporation"),
EXHIBIT 3.8 A MERGER AGREEMENT made on 15 June 2001 BETWEEN OMNI INDUSTRIES LIMITED, a company incorporated under the laws of Singapore whose registered office is at 1 Sophia Road, #05-03, Peace Centre, Singapore 228149 (OMNI); and CELESTICA INC., a...Merger Agreement • May 3rd, 2002 • Celestica Inc • Printed circuit boards
Exhibit 3.5 AMENDED AND RESTATED ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 22nd, 2001 • Celestica Inc • Electronic components, nec • New York
SEVENTH AMENDED AND RESTATED REVOLVING TERM CREDIT AGREEMENT CELESTICA INC. AND THE SUBSIDIARIES SPECIFIED AS DESIGNATED SUBSIDIARIES HEREIN, as Borrowers - and - CANADIAN IMPERIAL BANK OF COMMERCE, as Co-Lead Arranger, Sole Bookrunner and...Revolving Term Credit Agreement • November 6th, 2014 • Celestica Inc • Printed circuit boards • Ontario
WHEREAS Celestica Inc., the Subsidiaries of Celestica Inc. designated therein as Designated Subsidiaries, Canadian Imperial Bank of Commerce, as Co-Lead Arranger, Sole Bookrunner and Administrative Agent, RBC Capital Markets, as Co-Lead Arranger and Co-Syndication Agent, Merrill Lynch Pierce Fenner & Smith Incorporated, as Co-Syndication Agent and the financial institutions named therein as the Lenders are parties to a Sixth Amended and Restated Revolving Term Credit Agreement dated as of January 14, 2011 (as amended by an Amendment to the Sixth Amended and Restated Revolving Term Credit Agreement dated as of February 28, 2011) (the “Existing Credit Agreement”) which amended and restated a Fifth Amended and Restated Revolving Term Credit Agreement dated as of April 7, 2009 between Celestica, Inc., the Subsidiaries of Celestica Inc. designated therein as Designated Subsidiaries, CIBC World Markets, as Co-Lead Arranger and Bookrunner, RBC Capital Markets, as Co-Lead Arranger and Co-Syndi
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 25th, 2008 • Celestica Inc • Printed circuit boards • Ontario
CELESTICA INC., a corporation incorporated under the laws of the Province of Ontario (hereinafter called the “Corporation”),
SEVENTH AMENDMENT Dated as of June 14, 2023 to CREDIT AGREEMENT Dated as of June 27, 2018 among CELESTICA INC., CELESTICA INTERNATIONAL LP, CELESTICA (USA) INC. and CERTAIN SUBSIDIARIES OF CELESTICA INC. IDENTIFIED THEREIN, as the Borrowers, CELESTICA...Credit Agreement • March 11th, 2024 • Celestica Inc • Printed circuit boards • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of June 27, 2018, among CELESTICA INC., an Ontario corporation (the “Company”), CELESTICA INTERNATIONAL LP, an Ontario limited partnership (together with the Company, the “Canadian Borrowers”), certain Non-U.S. Subsidiaries of the Company party hereto pursuant to Section 2.15 (each a “Non-U.S. Designated Borrower” and, together with the Canadian Borrowers, the “Non-U.S. Borrowers”), CELESTICA (USA) INC., a Delaware corporation (the “Initial U.S. Borrower”), certain U.S. Subsidiaries of the Company party hereto pursuant to Section 2.15 (each a “U.S. Designated Borrower” and, together with the Initial U.S. Borrower, the “U.S. Borrowers”; the U.S. Designated Borrowers together with the Non-U.S. Designated Borrowers, the “Designated Borrowers” and each, a “Designated Borrower”; the U.S. Borrowers together with the Non-U.S. Borrowers, the “Borrowers” and each a, “Borrower”), each Guarantor from time to time party hereto, each Lender fro
US$250,000,000 AMENDED AND RESTATED REVOLVING TRADE RECEIVABLES PURCHASE AGREEMENT among CELESTICA INC., as Servicer and CELESTICA LLC, CELESTICA CZECH REPUBLIC S.R.O., CELESTICA HOLDINGS PTE LTD., CELESTICA VALENCIA S.A. (SOCIEDAD UNIPERSONAL),...Revolving Trade Receivables Purchase Agreement • March 13th, 2015 • Celestica Inc • Printed circuit boards • Ontario
AMENDED AND RESTATED REVOLVING TRADE RECEIVABLES PURCHASE AGREEMENT (this “Agreement”), dated as of November 4, 2011 among Celestica Inc., a corporation organized and existing under the laws of the Province of Ontario, Canada (“Celestica Canada”), as delegated servicer hereunder (in such capacity, the “Servicer”), Celestica LLC, a corporation organized and existing under the laws of Delaware (“Celestica LLC”), as a Seller hereunder, Celestica Czech Republic s.r.o., a limited liability company organized and existing under the laws of the Czech Republic (“Celestica Czech Republic”), as a Seller hereunder, Celestica Holdings Pte Ltd., a limited liability company organized and existing under the laws of Singapore (“Celestica Holdings”), as a Seller hereunder, Celestica Valencia S.A., a sociedad unipersonal organized and existing under the laws of Spain (“Celestica Valencia”), as a Seller hereunder, Celestica Hong Kong Ltd., a limited liability company incorporated under the laws of Hong Ko
EMPLOYMENT AGREEMENTEmployment Agreement • March 21st, 2005 • Celestica Inc • Printed circuit boards • Ontario
WHEREAS the Corporation wishes to retain the services of the Executive to provide the services hereinafter described and the Executive wishes to provide the Executive's services to the Corporation hereinafter set forth;
AS BORROWERS - AND -Revolving Term Credit Agreement • April 21st, 2003 • Celestica Inc • Printed circuit boards • Ontario
FIFTH AMENDMENT Dated as of December 6, 2021 to CREDIT AGREEMENT Dated as of June 27, 2018 among CELESTICA INC., CELESTICA INTERNATIONAL LP, CELESTICA (USA) INC. and CERTAIN SUBSIDIARIES OF CELESTICA INC. IDENTIFIED THEREIN, as the Borrowers,...Credit Agreement • March 14th, 2022 • Celestica Inc • Printed circuit boards • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of June 27, 2018, among CELESTICA INC., an Ontario corporation (the “Company”), CELESTICA INTERNATIONAL LP, an Ontario limited partnership (together with the Company, the “Canadian Borrowers”), certain Non-U.S. Subsidiaries of the Company party hereto pursuant to Section 2.15 (each a “Non-U.S. Designated Borrower” and, together with the Canadian Borrowers, the “Non-U.S. Borrowers”), CELESTICA (USA) INC., a Delaware corporation (the “Initial U.S. Borrower”), certain U.S. Subsidiaries of the Company party hereto pursuant to Section 2.15 (each a “U.S. Designated Borrower” and, together with the Initial U.S. Borrower, the “U.S. Borrowers”; the U.S. Designated Borrowers together with the Non-U.S. Designated Borrowers, the “Designated Borrowers” and each, a “Designated Borrower”; the U.S. Borrowers together with the Non-U.S. Borrowers, the “Borrowers” and each a, “Borrower”), each Guarantor from time to time party hereto, each Lender fro
CREDIT AGREEMENT Dated as of June 27, 2018 amongCredit Agreement • March 11th, 2019 • Celestica Inc • Printed circuit boards • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of June 27, 2018, among CELESTICA INC., an Ontario corporation (the “Company”), CELESTICA INTERNATIONAL LP, an Ontario limited partnership (together with the Company, the “Canadian Borrowers”), certain Non-U.S. Subsidiaries of the Company party hereto pursuant to Section 2.15 (each a “Non-U.S. Designated Borrower” and, together with the Canadian Borrowers, the “Non-U.S. Borrowers”), CELESTICA (USA) INC., a Delaware corporation (the “Initial U.S. Borrower”), certain U.S. Subsidiaries of the Company party hereto pursuant to Section 2.15 (each a “U.S. Designated Borrower” and, together with the Initial U.S. Borrower, the “U.S. Borrowers”; the U.S. Designated Borrowers together with the Non-U.S. Designated Borrowers, the “Designated Borrowers” and each, a “Designated Borrower”; the U.S. Borrowers together with the Non-U.S. Borrowers, the “Borrowers” and each a, “Borrower”), each Guarantor from time to time party hereto, each Lender fro
SEVENTH AMENDMENT TO REVOLVING TRADE RECEIVABLES PURCHASE AGREEMENTRevolving Trade Receivables Purchase Agreement • March 24th, 2011 • Celestica Inc • Printed circuit boards • Ontario
WHEREAS the Sellers, the Servicer, Deutsche Bank, as Purchaser and the Administrative Agent are parties to a revolving trade receivables purchase agreement made as of November 23, 2005 (as amended by the First Amendment to Revolving Trade Receivables Purchase Agreement dated as of October 31, 2006, by the Second Amendment to Revolving Trade Receivables Purchase Agreement dated as of June 28, 2007, by the Third Amendment to Revolving Trade Receivables Purchase Agreement dated as of August 15, 2008, by the Fourth Amendment to Revolving Trade Receivables Purchase Agreement dated as of June 11, 2009, by the Fifth Amendment to Revolving Trade Receivables Purchase Agreement dated as of November 23, 2009 and by the Sixth Amendment to Revolving Trade Receivables Purchase Agreement dated as of April 26, 2010, the “Receivables Purchase Agreement”);
CELESTICA INC., as Company US$250,000,000 75/8% Senior Subordinated Notes Due 2013Third Supplemental Indenture • June 27th, 2005 • Celestica Inc • Printed circuit boards • New York
EMPLOYMENT AGREEMENTEmployment Agreement • March 21st, 2005 • Celestica Inc • Printed circuit boards • Ontario
WHEREAS the Executive is Senior Vice-President and President, Memory Division of the Corporation, and the Corporation wishes to retain the services of the Executive to provide the services hereinafter described and the Executive wishes to provide the Executive's services to the Corporation as hereinafter set forth;
First Supplemental Indenture Dated as of June 16, 2004 to the Indenture Dated as of June 16, 2004First Supplemental Indenture • June 17th, 2004 • Celestica Inc • Printed circuit boards • New York
FIRST AMENDMENT TO THE SECURITIES PURCHASE AND MERGER AGREEMENTSecurities Purchase and Merger Agreement • April 25th, 2019 • Celestica Inc • Printed circuit boards
THIS AMENDMENT is made as of November 9, 2018 by and among Graycliff Private Equity Partners III Parallel LP (the “Blocker Seller”), Iron Man Acquisition Inc. (“Acquiror”), and Impakt Holdings, LLC (the “Company”).
AMENDING AGREEMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 21st, 2005 • Celestica Inc • Printed circuit boards
CELESTICA INC., a corporation incorporated under the laws of the Province of Ontario (hereinafter called the "Corporation"),
EXHIBIT 2.5 AMENDED AND RESTATED FOUR YEAR REVOLVING TERM CREDIT AGREEMENT CELESTICA INC. AND CELESTICA INTERNATIONAL INC., AS BORROWERS - AND - THE BANK OF NOVA SCOTIA, AS ADMINISTRATIVE AGENT - AND - THE FINANCIAL INSTITUTIONS NAMED IN SCHEDULE A,...Four Year Revolving Term Credit Agreement • April 21st, 2003 • Celestica Inc • Printed circuit boards • Ontario
ContractExhibit • March 14th, 2022 • Celestica Inc • Printed circuit boards
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SUCH EXCLUDED INFORMATION IS DENOTED BY ASTERISKS IN BRACKETS [**]Note: the representations and warranties contained in the following agreement have been made solely for the benefit of the parties thereto and should not be relied on by any other person. In addition, such representation and warranties: (i) have been qualified by disclosure schedules, (ii) are subject to the material standards set forth herein, which may differ from what may be considered to be material by investors, and (iii) were made only as of the date of the agreement or such other date as specified therein, Accordingly, investors and security holders should not rely on the representations and warranties as characterizations of the actual state of facts. Moreover, information concerning the subject matter of the representations and warranties may ch
CELESTICA INC. BUYER NEC DO BRASIL S.A. SELLERQuota Purchase Agreement • May 22nd, 2001 • Celestica Inc • Electronic components, nec
EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT CELESTICA INC. AND THE SUBSIDIARIES SPECIFIED AS DESIGNATED SUBSIDIARIES HEREIN, as Borrowers - and - CANADIAN IMPERIAL BANK OF COMMERCE, as Co-Lead Arranger, Sole Bookrunner and Administrative Agent - and...Credit Agreement • June 2nd, 2015 • Celestica Inc • Printed circuit boards • Ontario
WHEREAS Celestica Inc., the Subsidiaries of Celestica Inc. designated therein as Designated Subsidiaries, Canadian Imperial Bank of Commerce, as Co-Lead Arranger, Sole Bookrunner and Administrative Agent, RBC Capital Markets, as Co-Lead Arranger and Co-Syndication Agent, Merrill Lynch Pierce Fenner & Smith Incorporated, as Co-Syndication Agent and the financial institutions named therein as the Lenders are parties to a Seventh Amended and Restated Revolving Term Credit Agreement made as of October 28, 2014 (the “Existing Credit Agreement”) which amended and restated a Sixth Amended and Restated Revolving Term Credit Agreement dated as of January 14, 2011 (as amended by an Amendment to the Sixth Amended and Restated Revolving Term Credit Agreement dated as of February 28, 2011) which amended and restated a Fifth Amended and Restated Revolving Term Credit Agreement dated as of April 7, 2009 between Celestica, Inc., the Subsidiaries of Celestica Inc. designated therein as
AS BORROWERS - AND -Revolving Term Credit Agreement • September 12th, 2001 • Celestica Inc • Electronic components, nec • Ontario
