INDENTURE Dated as of December 20, 2002 12 3/4% Senior Discount Notes Due 2012Indenture • April 17th, 2003 • Salt Holdings Corp • New York
and THE BANK OF NEW YORK, as TrusteeFirst Supplemental Indenture • July 24th, 2003 • Salt Holdings Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
EXHIBIT 10.5Credit Agreement • April 17th, 2003 • Salt Holdings Corp • New York
ARTICLE I AMENDMENTSAgreement and Plan of Merger • April 17th, 2003 • Salt Holdings Corp • Delaware
EXHIBIT 4.4 SALT HOLDINGS CORPORATION 12 3/4% SENIOR DISCOUNT NOTES DUE 2012 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 17th, 2003 • Salt Holdings Corp • New York
AMENDMENT NUMBER TWO TO RIGHTS AGREEMENTRights Agreement • January 11th, 2007 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels)
INDENTURE Dated as of May 22, 2003 12% Senior Subordinated Discount Notes Due 2013Indenture • July 24th, 2003 • Salt Holdings Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
CREDIT AGREEMENT Dated as of November 28, 2001, as Amended and Restated as of April 10, 2002,Credit Agreement • April 17th, 2003 • Salt Holdings Corp
EXHIBIT 10.12 INVESTOR RIGHTS AGREEMENT dated as of the Original Issue Date (this "AGREEMENT") among SALT HOLDINGS CORPORATION, a Delaware corporation (the "COMPANY") and the HOLDERS that are parties hereto. WHEREAS, each Holder deems it to be in the...Investor Rights Agreement • April 17th, 2003 • Salt Holdings Corp • New York
EXHIBIT 10.1 (COMPASS LOGO) January 12, 2005 To: Mr. Steve P. Wolf From: Michael E. Ducey Subject: Employment Terms - Letter Agreement Dear Steve: This Letter Agreement confirms the understanding reached between you and Compass Minerals International,...Employment Agreement • January 13th, 2005 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Kansas
EXHIBIT 4.8 SALT HOLDINGS CORPORATION 12% SENIOR SUBORDINATED DISCOUNT NOTES DUE 2013 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 24th, 2003 • Salt Holdings Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
COMPASS MINERALS INTERNATIONAL, INC. 8% Senior Notes Due 2019 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 8th, 2009 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York
Compass Minerals International, Inc., a Delaware corporation (the “Issuer”), proposes to issue and sell to the financial institutions set forth on Schedule I hereto (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement of even date herewith (the “Purchase Agreement”), $100,000,000 aggregate principal amount of its 8% Senior Notes due 2019 (the “Initial Securities”) to be unconditionally guaranteed (the “Guaranties”) by the Guarantors party to this Agreement (collectively, the “Guarantors” and, together with the Issuer, the “Company”). The Initial Securities will be issued pursuant to an Indenture, dated as of June 5, 2009 (the “Indenture”), among the Issuer, the Guarantors and U.S. Bank National Association, as trustee (the “Trustee”). Credit Suisse Securities (USA) LLC, J.P. Morgan Securities Inc. and Goldman, Sachs & Co. (collectively, the “Representatives”) have agreed to act as representatives for the Initial Purchasers. As an inducement to the
WITNESSETHChange in Control Severance Agreement • May 11th, 2006 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels)
COMPASS MINERALS INTERNATIONAL, INC. and American Stock Transfer & Trust Company as Rights Agent Rights Agreement Dated as of December 11, 2003Rights Agreement • January 16th, 2004 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
termination or expiration of the Rights), the surrender for transfer of any certificates for Common Shares, with or without such notation or a copy of this Summary of Rights, will also constitute the transfer of the Rights associated with the Common Shares represented by such certificate. As soon as practicable following the Distribution Date, separate certificates evidencing the Rights (“Right Certificates”) will be mailed to holders of record of the Common Shares as of the close of business on the Distribution Date and such separate Right Certificates alone will evidence the Rights.
Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is effective as of May 11, 2006, by and between Compass Minerals International, Inc., a Delaware corporation ("Company"), and Angelo C. Brisimitzakis ("Executive"). WHEREAS,...Employment Agreement • May 11th, 2006 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels)
and - DAVID GOADBYService Agreement • April 17th, 2003 • Salt Holdings Corp
LEASE AGREEMENTRoyalty Agreement • April 17th, 2003 • Salt Holdings Corp
RECITALSManagement Consulting Agreement • April 17th, 2003 • Salt Holdings Corp • New York
EXECUTION COPY AGREEMENT AND PLAN OF MERGERMerger Agreement • April 17th, 2003 • Salt Holdings Corp • Delaware
FIRST AMENDMENT TO THE RECEIVABLES FINANCING AGREEMENTReceivables Financing Agreement • August 5th, 2022 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York
This RECEIVABLES FINANCING AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of June 30, 2020 by and among the following parties:
March 12, 2002 Mr. Michael E. Ducey 26 Victorian Gate Way Columbus, Ohio 43215 Re: EMPLOYMENT TERMS Dear Mike: This Letter Agreement confirms the understanding reached between you and Compass Minerals Group, Inc. (the "Company") regarding the terms of...Employment Agreement • April 17th, 2003 • Salt Holdings Corp • New York
EXHIBIT 10.1 NON QUALIFIED STOCK OPTION AWARD AGREEMENT Name of Optionee: ------------------------------------ Grant Date: ------------------------------------------ Number of Option Shares: ----------------------------- Option Price Per Share: $...Non-Qualified Stock Option Award Agreement • January 27th, 2006 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
RECITALSStock Rights Agreement • September 17th, 2003 • Salt Holdings Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
EXHIBIT 10.1 EMPLOYMENT AND CONSULTING AGREEMENT This EMPLOYMENT AND CONSULTING AGREEMENT ("Agreement") is by and between Michael E. Ducey ("Executive") and Compass Minerals International, Inc. and its subsidiaries and affiliates (collectively...Employment and Consulting Agreement • November 4th, 2005 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels)
EXECUTION COPY AMENDMENT No. 2 (this "AMENDMENT") dated as of May 5, 2003, to the CREDIT AGREEMENT dated as of November 28, 2001, as amended and restated as of April 10, 2002, and as further amended as of December 19, 2002 (the "CREDIT AGREEMENT"),...Credit Agreement • July 24th, 2003 • Salt Holdings Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
DECREASING TERM LENDERS" shall mean all Term Lenders with outstanding Term Loans under the Existing Credit Agreement that (A) are Departing Lenders or (B) consent to the amendment and restatement of the Existing Credit Agreement pursuant to the...Master Assignment Agreement • April 17th, 2003 • Salt Holdings Corp • New York
DIRECTOR INDEMNIFICATION AGREEMENTIndemnification Agreement • March 26th, 2009 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This Indemnification Agreement, dated as of March 24, 2009, is made by and between Compass Minerals International, Inc., a Delaware corporation (the "Corporation"), and __________ (the "Indemnitee").
EXECUTION VERSION 762397400 19631658 THIRD AMENDMENT TO THE RECEIVABLES FINANCING AGREEMENT This THIRD AMENDMENT TO THE RECEIVABLES FINANCING AGREEMENT (this “Amendment”), dated as of March 27, 2024, is entered into by and among the following parties:...Receivables Financing Agreement • May 15th, 2024 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York
PURCHASE AND SALE AGREEMENT Dated as of June 30, 2020 amongPurchase and Sale Agreement • July 1st, 2020 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York
This PURCHASE AND SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of June 30, 2020 is entered into among the VARIOUS ENTITIES LISTED ON SCHEDULE I HERETO (the “Originators” and each, an “Originator”), COMPASS MINERALS AMERICA INC., a Delaware corporation, as initial Servicer (as defined below) (“CMA”), and COMPASS MINERALS RECEIVABLES LLC, a Delaware limited liability company (the “Buyer”).
and- DAVID GOADBYService Agreement • November 1st, 2006 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels)
FOREIGN GUARANTY dated as of November 28, 2001,Foreign Guaranty • April 17th, 2003 • Salt Holdings Corp • New York
NON QUALIFIED STOCK OPTION AWARD AGREEMENTNon-Qualified Stock Option Award Agreement • April 29th, 2014 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This Agreement evidences the grant by Compass Minerals International, Inc., a Delaware corporation (the “Company”) of a non-qualified stock option to the above-referenced “Optionee” as of the “Grant Date” hereof pursuant to the Compass Minerals International, Inc. 2005 Incentive Award Plan, as amended (the “Plan”).
Compass Minerals International, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • December 10th, 2003 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York
Certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of Compass Minerals International, Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 12,500,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 1,875,000 additional shares (the “Optional Shares”) of Common Stock, par value $.01 per share (“Stock”), of the Company (the Firm Shares and the Optional Shares which the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”).
GUARANTYCollateral and Guaranty Agreement • April 17th, 2003 • Salt Holdings Corp • New York
THREE-YEAR PERFORMANCE STOCK UNIT AWARD AGREEMENTPerformance Stock Unit Award Agreement • April 27th, 2012 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This Agreement evidences the grant by Compass Minerals International, Inc., a Delaware corporation (the “Company”) of performance stock units to the above-referenced “Grantee” as of the “Grant Date” hereof pursuant to the Compass Minerals International, Inc. 2005 Incentive Award Plan, as amended from time to time (the “Plan”). By accepting the Award, Grantee agrees to be bound in accordance with the provisions of the Plan, the terms and conditions of which are hereby incorporated in this Agreement by reference. Capitalized terms not defined herein shall have the same meaning as used in the Plan, as amended from time to time, unless otherwise superseded by any other agreement between the Company and Grantee.
