FOURTH AMENDED AND RESTATED CREDIT AGREEMENT by and between NATIONAL BEEF PACKING COMPANY, LLC, VARIOUS ISSUERS AND LENDERS, U.S. AGBANK, FCB, as Co- Syndication Agent, COOPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., "RABOBANK INTERNATIONAL",...Credit Agreement • January 6th, 2005 • National Beef Packing Co LLC • Meat packing plants • Colorado
FIRST AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 27th, 2007 • National Beef Packing Co LLC • Meat packing plants • Colorado
RECITALCredit Agreement • June 30th, 2008 • National Beef Packing Co LLC • Meat packing plants
LEASELease • January 6th, 2005 • National Beef Packing Co LLC • Meat packing plants
EXHIBIT 10.1 SIXTH AMENDED AND RESTATED CREDIT AGREEMENT by and between NATIONAL BEEF PACKING COMPANY, LLC, VARIOUS ISSUERS AND LENDERS, COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., "RABOBANK NEDERLAND", NEW YORK BRANCH, as Documentation...Credit Agreement • July 31st, 2007 • National Beef Packing Co LLC • Meat packing plants • Colorado
Exhibit 1A Lender Commitment Amounts Exhibit 1B Borrowing Base Calculation Exhibit 1C Borrowing Base Certificate Exhibit 2A Line of Credit Note Exhibit 2B Term Note Exhibit 2C Swing Line Note Exhibit 3A(i) Account Debtors of Borrower Exhibit 3B(i) Borrower's Inventory Locations Exhibit 7A Litigation Exhibit 7B Material Contract Defaults Exhibit 7C Intellectual Property Exhibit 7D Existing Liens Exhibit 7E Tax Liability Issues Exhibit 7F Indebtedness Exhibit 7G Prior Names Exhibit 7H Affiliates Exhibit 7I Environmental Exhibit 7J Bank Accounts Exhibit 7K Other Agreements Exhibit 7L Intellectual Property Litigation Exhibit 7.20(c) ERISA Issues Exhibit 8A List of Closing Documents Exhibit 9A Compliance Certificate Exhibit 9B Property Insurance Exhibit 13A Form of Assignment Exhibit 13B List of Farm Credit System Participants Exhibit 14B Form of Voting Participant Notice and Consent
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • March 5th, 2008 • National Beef Packing Co LLC • Meat packing plants • Delaware
AMENDED AND RESTATED LEASE AGREEMENT Between Joint Development Authority of Brooks, Colquitt, Grady, Mitchell, and Thomas CountiesLease Agreement • April 4th, 2008 • National Beef Packing Co LLC • Meat packing plants • Georgia
This AMENDED AND RESTATED LEASE AGREEMENT (this “Lease”), dated as of April 1, 2006, by and between the JOINT DEVELOPMENT AUTHORITY OF BROOKS, COLQUITT, GRADY, MITCHELL, AND THOMAS COUNTIES (the “Issuer”), a public body corporate and politic and public corporation created and existing under the laws of the State of Georgia, party of the first part, and NATIONAL BEEF PACKING COMPANY, LLC (the “Company”), a limited liability company organized and existing under the laws of the State of Delaware, party of the second part, amends and restates the Lease Agreement, dated as of January 16, 2001, as amended May 1, 2001 (the “2001 Lease”), by and between the Issuer and the Company’s predecessor, Farmland National Beef Company, a Delaware limited partnership.
SUPPLEMENTAL BONUS AGREEMENTSupplemental Bonus Agreement • October 29th, 2010 • National Beef Packing Co LLC • Meat packing plants • Missouri
This SUPPLEMENTAL BONUS AGREEMENT (the “Agreement”) is entered into this 27th day of October, 2010, by and between National Beef Packing Company, LLC (the “Company”) and Terry L. Wilkerson (the “Executive”).
NATIONAL BEEF PACKING COMPANY, LLC LIMITED LIABILITY COMPANY AGREEMENT DATED AS OF AUGUST 6, 2003Limited Liability Company Agreement • July 10th, 2006 • National Beef Packing Co LLC • Meat packing plants • Delaware
This Limited Liability Company Agreement of National Beef Packing Company, LLC is entered into and made effective as of August 6, 2003, by and among U.S. Premium Beef, Ltd., a Kansas cooperative corporation (“USPB”), NBPCo Holdings, LLC, a South Dakota limited liability company (“NBPCo Holdings”), John R. Miller (“Miller”), French Basin Land & Cattle Co. LLC, a Utah limited liability company (“MillerCo”), Timothy M. Klein (“Klein”), TKK Investments, LLC, a Missouri limited liability company (“KleinCo”), and S-B Enterprises V, LLC, a Utah limited liability company (“SmithCo”) (with certain other Persons from time to time party hereto, collectively the “Members”).
THIRD AMENDMENT OF MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • November 24th, 2008 • National Beef Packing Co LLC • Meat packing plants • Delaware
THIS THIRD AMENDMENT (this “Amendment”) to the Membership Interest Purchase Agreement, dated as of February 29, 2008 (as amended, supplemented or otherwise modified from time to time, the “MIPA”), among JBS S.A., National Beef Packing Company, LLC, U.S. Premium Beef, LLC, French Basin Land and Cattle Co., LLC, TKK Investments, LLC, S-B Enterprises V, LLC, TMKCO, LLC, John R. Miller, Timothy M. Klein and NBPCO Holdings, LLC is dated effective as of October 31, 2008. Unless otherwise defined in this Amendment, terms used in this Amendment shall have the meanings assigned in the MIPA and includes JBS S.A. which is defined as “Buyer”.
AIRCRAFT LEASEAircraft Lease • December 9th, 2004 • National Beef Packing Co LLC • Meat packing plants
THIS AIRCRAFT LEASE is made and entered into at Liberal, Kansas as of the 9th day of December, 2004, by and between JOHN R. MILLER ENTERPRISES, L.L.C. a Utah limited liability company, with its principal place of business located at 299 South Main Street Suite 2450, Salt Lake City, Utah 84111, as lessor, hereinafter called "OWNER", and NATIONAL BEEF PACKING COMPANY, L.L.C., a Delaware limited liability company, with a place of business at 12200 N. Ambassador Drive, Kansas City, Missouri 64163, hereinafter called "LESSEE".
FIFTH AMENDED AND RESTATED CREDIT AGREEMENT by and between NATIONAL BEEF PACKING COMPANY, LLC, VARIOUS ISSUERS AND LENDERS, U.S. AGBANK, FCB, as Co- Syndication Agent, COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., "RABOBANK INTERNATIONAL", NEW...Credit Agreement • June 22nd, 2006 • National Beef Packing Co LLC • Meat packing plants • Colorado
THIS FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (as amended, modified, supplemented, renewed or restated from time to time, this "Agreement") is made as of May 30, 2006, by and between NATIONAL BEEF PACKING COMPANY, LLC, a Delaware limited liability company (together with its successors as permitted herein, the "Borrower"), the lenders from time to time party hereto (collectively, the "Lenders" and individually, a "Lender"), U.S. AGBANK, FCB, ("U.S. AGBANK") as Co-Syndication Agent, COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., "RABOBANK INTERNATIONAL", NEW YORK BRANCH, ("Rabobank") as Documentation Agent, and COBANK, ACB, an agricultural credit bank ("CoBank"), as Lead Arranger, Co-Syndication Agent, Swing Line Lender and Administrative Agent for the Lenders, the Issuers and the Swing Line Lender hereunder (in its capacity as Administrative Agent, together with its successors and assigns in such capacity, the "Agent").
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") dated as of the 30th day of December, 2008, is made by and between National Beef Packing Company, LLC, a Delaware limited liability company ("National Beef"), and John R. Miller...Employment Agreement • January 6th, 2009 • National Beef Packing Co LLC • Meat packing plants • Kansas
FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 13th, 2004 • National Beef Packing Co LLC • Meat packing plants
This First Amendment to Third Amended and Restated Credit Agreement (“Amendment”) is made as of January 28, 2004, by and among NATIONAL BEEF PACKING COMPANY, LLC, a Delaware limited liability company, successor by conversion to Farmland National Beef Packing Company, L.P., a Delaware limited partnership (the “Borrower”), U.S. BANK NATIONAL ASSOCIATION, a national banking association (“U.S. Bank”), in its capacity as Agent for the Lenders (in such capacity, the “Agent”) and as one of the Lenders, and the other financial institutions signatory hereto (together with U.S. Bank, being at least the Required Lenders).
WAIVER AND CONSENTWaiver and Consent • November 23rd, 2004 • National Beef Packing Co LLC • Meat packing plants
This Waiver and Consent ("Waiver") is made as of October 6, 2004, by and among NATIONAL BEEF PACKING COMPANY, LLC, a Delaware limited liability company, successor by conversion to Farmland National Beef Packing Company, L.P., a Delaware limited partnership (the "Borrower"), U.S. BANK NATIONAL ASSOCIATION, a national banking association ("U.S. Bank"), in its capacity as Agent for the Lenders (in such capacity, the "Agent") and as one of the Lenders, and the other financial institutions signatory hereto (together with U.S. Bank, being at least the Required Lenders).
LIMITED WAIVER AND SECOND AMENDMENTLimited Waiver and Second • July 8th, 2011 • National Beef Packing Co LLC • Meat packing plants • Colorado
THIS LIMITED WAIVER AND SECOND AMENDMENT (this “Waiver and Amendment”) is dated as of July 7, 2011, and is made with respect to that certain Amended and Restated Agreement, dated as of June 4, 2010 (as amended prior to the date hereof, the “Credit Agreement”; unless otherwise defined herein, capitalized terms used herein shall have the meanings given to them in the Credit Agreement), by and among NATIONAL BEEF PACKING COMPANY, LLC, a Delaware limited liability company (the “Borrower”), CERTAIN OF ITS SUBSIDIARIES, as Loan Parties, the LENDERS PARTY THERETO (each individually, a “Lender” and collectively, the “Lenders”), and COBANK, ACB, as agent for the Lenders, the Issuers and the Swing Line Lender (in such capacity, the “Agent”).
Exhibit D Appraisal Process AgreementProcess Agreement • April 15th, 2009 • National Beef Packing Co LLC • Meat packing plants
In the event that TKK Investments, LLC or TMKCo, LLC (each an “Appraisal Party” and collectively as “Appraisal Parties”) give an Appraisal Election Notice under Section 12.5.1 of the National Beef Packing Company, LLC Limited Liability Company Agreement (“LLC Agreement”) then each of the Appraisal Parties agree that the Appraisal Value under Section 12.5.3 of the LLC Agreement is the EBITDA of the Company multiplied by six, minus the outstanding debt of the Company, with the EBITDA determined as the four quarter average of the trailing eight fiscal quarters determined from the most recent financial statements filed as the Company’s Annual Report on Form 10-K, Quarterly Report on Form 10-Q, or auditor reviewed quarterly financial statements of the Company (in the preceding order of priority) prior to the date of the Appraisal Election Notice.
ContractCredit Agreement • November 23rd, 2005 • National Beef Packing Co LLC • Meat packing plants
UNIT REDEMPTION AGREEMENTUnit Redemption Agreement • June 8th, 2010 • National Beef Packing Co LLC • Meat packing plants • Delaware
This Unit Redemption Agreement (this “Agreement”) is made and entered into as of June 2, 2010 (the “Effective Date”), by and between NATIONAL BEEF PACKING COMPANY, LLC, a Delaware limited liability company (the “Company”), and TKK INVESTMENTS, LLC, a Missouri limited liability company (“TKK”), and TMKCo, LLC, a Missouri limited liability company (“TMK”).
FIRST AMENDMENT OF MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • April 4th, 2008 • National Beef Packing Co LLC • Meat packing plants • Delaware
THIS FIRST AMENDMENT, dated effective as of March 24, 2008 (this “Amendment”), to the Membership Interest Purchase Agreement, dated as of February 29, 2008 (as amended, supplemented or otherwise modified from time to time, the “MIPA”), among JBS S.A., National Beef Packing Company, LLC, U.S. Premium Beef, LLC, French Basin Land and Cattle Co., LLC, TKK Investments, LLC, S-B Enterprises V, LLC, TMKCO, LLC, John R. Miller, Timothy M. Klein and NBPCO Holdings, LLC. Unless otherwise defined herein, terms used herein shall have the meanings assigned thereto in the MIPA.
THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 23rd, 2004 • National Beef Packing Co LLC • Meat packing plants
This Third Amendment to Third Amended and Restated Credit Agreement ("Amendment") is made as of November 19, 2004, by and among NATIONAL BEEF PACKING COMPANY, LLC, a Delaware limited liability company, successor by conversion to Farmland National Beef Packing Company, L.P., a Delaware limited partnership (the "Borrower"), U.S. BANK NATIONAL ASSOCIATION, a national banking association ("U.S. Bank"), in its capacity as Agent for the Lenders (in such capacity, the "Agent") and as one of the Lenders, and the other financial institutions signatory hereto (together with U.S. Bank, being at least the Required Lenders).
CONTRIBUTION AGREEMENTContribution Agreement • July 10th, 2006 • National Beef Packing Co LLC • Meat packing plants • Missouri
THIS CONTRIBUTION AGREEMENT (this "Agreement") is made and entered into as of this 30th day of May, 2006, by and between U.S. Premium Beef, LLC, a Delaware limited liability company ("USPB"), and National Beef Packing Company, LLC, a Delaware limited liability company (the "Company"). USPB and the Company may be referred to herein individually as a "Party" or collectively as the "Parties."
ContractCredit Agreement • December 1st, 2009 • National Beef Packing Co LLC • Meat packing plants • Colorado
WAIVER AND CONSENTWaiver and Consent • November 24th, 2008 • National Beef Packing Co LLC • Meat packing plants
This Waiver and Consent is given as of November 21, 2008, under the Sixth Amended and Restated Credit Agreement dated as of July 25, 2007 (as amended, modified, supplemented, renewed or restated from time to time, the "Credit Agreement") by and among NATIONAL BEEF PACKING COMPANY, LLC, a Delaware limited liability company (together with its successors and assigns, the “Borrower”) and the various financial institutions as are or may become parties thereto (collectively the "Lenders"). This Waiver and Consent is made by the undersigned Lenders (being at least the “Required Lenders”, as defined in the Credit Agreement).
SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTFourth Amended • October 20th, 2005 • National Beef Packing Co LLC • Meat packing plants • Colorado
ContractEmployment Agreement • July 28th, 2009 • National Beef Packing Co LLC • Meat packing plants
AMENDMENT TO EMPLOYMENT AGREEMENT FOR JOHN R. MILLEREmployment Agreement • January 13th, 2009 • National Beef Packing Co LLC • Meat packing plants
This Amendment is entered into this 31st day of December 2008, by and between National Beef Packing Company, LLC, a Delaware limited liability company (“National Beef”) and John R. Miller (“Executive”).
FMI Grinding System Lease AgreementGrinding System Lease Agreement • November 24th, 2008 • National Beef Packing Co LLC • Meat packing plants • Nebraska
This Agreement is made by and between Beef Products, Inc. (“BPI”), a Nebraska corporation each having its principal place of business at 891 Two Rivers Drive, Dakota Dunes, SD 57049; and National Beef Packing Company, LLC (“NATIONAL”), 12200 North Ambassador Drive, Kansas City, MO 64163. While this Agreement is entered into between BPI and NATIONAL, NATIONAL acknowledges, due to the relationships described below, that many of the services and/or technology addressed in this Agreement will be provided by parties related to BPI.
JOHN R. MILLER EMPLOYMENT AGREEMENT EXTENSIONEmployment Agreement • November 24th, 2008 • National Beef Packing Co LLC • Meat packing plants
THIS EMPLOYMENT AGREEMENT EXTENSION (“Extension Agreement”) dated as of the 28th day of August, 2008, is made by and between National Beef Packing Company, LLC, a Delaware limited liability company (“National Beef”), and John R. Miller (“Executive”).
NATIONAL BEEF PACKING COMPANY, LLC UNIT REDEMPTION AGREEMENT (John Miller and Affiliates; Scott Smith Affiliate)Unit Redemption Agreement • April 15th, 2009 • National Beef Packing Co LLC • Meat packing plants • Delaware
This Unit Redemption Agreement (this “Agreement”) is made and entered into as of April 13, 2009 (the “Effective Date”), by and between NATIONAL BEEF PACKING COMPANY, LLC, a Delaware limited liability company (the “Company”), and each of the unit holders identified on Exhibit A hereto (each a “Member” and, collectively, the “Members”).
AMENDMENT TO EMPLOYMENT AGREEMENT FOR TIMOTHY M. KLEINEmployment Agreement • January 13th, 2009 • National Beef Packing Co LLC • Meat packing plants
This Amendment is entered into this 31st day of December 2008, by and between National Beef Packing Company, LLC, a Delaware limited liability company (“National Beef”) and Timothy M. Klein (“Executive”).
AMENDED AND RESTATED CREDIT AGREEMENT by and between NATIONAL BEEF PACKING COMPANY, LLC, CERTAIN OF ITS SUBSIDIARIES, VARIOUS ISSUERS AND LENDERS, COÖPERATIEVE CENTRALE RAIFFEISEN BOERENLEENBANK B.A., “RABOBANK NEDERLAND”, NEW YORK BRANCH and U.S....Credit Agreement • June 8th, 2010 • National Beef Packing Co LLC • Meat packing plants • Colorado
THIS AMENDED AND RESTATED CREDIT AGREEMENT (as amended, amended and restated, supplemented, renewed or otherwise modified from time to time, this “Agreement”) is made as of June 4, 2010, by and between NATIONAL BEEF PACKING COMPANY, LLC, a Delaware limited liability company (together with its successors as permitted herein, the “Borrower”), certain of its Subsidiaries, as Subsidiary Loan Parties, the lenders from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), COÖPERATIEVE CENTRALE RAIFFEISEN BOERENLEENBANK B.A., “RABOBANK NEDERLAND”, NEW YORK BRANCH and U.S. BANK NATIONAL ASSOCIATION, as Documentation Agents, BANK OF AMERICA, N.A. and BANK OF MONTREAL, as Syndication Agents, and COBANK, ACB, an agricultural credit bank (“CoBank”), as Lead Arranger, Sole Bookrunner, Swing Line Lender and administrative agent for the Lenders, the Issuers and the Swing Line Lender hereunder (in its capacity as administrative agent, together with its successors and as
CONSULTING AGREEMENTConsulting Agreement • July 28th, 2009 • National Beef Packing Co LLC • Meat packing plants • Missouri
THIS CONSULTING AGREEMENT (this “Agreement”) dated as of the 27th day of July, 2009, is made by and between National Beef Packing Company, LLC, a Delaware limited liability company (“National Beef”), and John R. Miller Enterprises III, LLC (“Consultant”).
CONTRIBUTION AGREEMENT dated as of May 19, 2006 by and among BRAWLEY BEEF, LLC and NATIONAL BEEF CALIFORNIA, LP and NATIONAL BEEF PACKING COMPANY, LLCContribution Agreement • July 10th, 2006 • National Beef Packing Co LLC • Meat packing plants • Kansas
THIS CONTRIBUTION AGREEMENT (the "Agreement") is entered into as of this ___ day of May, 2006 by and between Brawley Beef, LLC, a California limited liability company ("Brawley"), and National Beef California, LP, a Delaware limited partnership ("Newco") and National Beef Packing Company, LLC ("National"), a Delaware limited liability company as guarantor.
FIRST AMENDMENTFirst Amendment • June 16th, 2011 • National Beef Packing Co LLC • Meat packing plants • Colorado
THIS FIRST AMENDMENT (the “Amendment”) is dated as of June10, 2011, and is made with respect to that certain Amended and Restated Agreement, dated as of June 4, 2010 (the “Credit Agreement”; unless otherwise defined herein, capitalized terms used herein shall have the meanings given to them in the Credit Agreement), by and among NATIONAL BEEF PACKING COMPANY, LLC, a Delaware limited liability company (the “Borrower”), CERTAIN OF ITS SUBSIDIARIES, as Loan Parties, the LENDERS PARTY THERETO (each individually, a “Lender” and collectively, the “Lenders”), and COBANK, ACB, as agent for the Lenders, the Issuers and the Swing Line Lender (in such capacity, the “Agent”).
