ARTICLE I DEFINITIONS ----------------Non-Qualified Stock Option Agreement • October 3rd, 2003 • Borden Chemical Inc • Plastic materials, synth resins & nonvulcan elastomers • New Jersey
Among BORDEN, INC. as Borrower,Credit Agreement • August 14th, 1997 • Borden Inc • Dairy products • New York
AGREEMENT ---------Registration Rights Agreement • October 3rd, 2003 • Borden Chemical Inc • Plastic materials, synth resins & nonvulcan elastomers • New York
1 Exhibit (10)(iii) 364-DAY CREDIT AGREEMENT Dated as of July 14, 1997364-Day Credit Agreement • August 14th, 1997 • Borden Inc • Dairy products • New York
1 Exhibit (10)(i) RECAPITALIZATION AGREEMENT Recapitalization Agreement, dated as of October 14, 1997 (hereinafter "Agreement"), among BORDEN, INC., a New Jersey corporation ("Borden"), BORDEN DECORATIVE PRODUCTS HOLDINGS, INC., a Delaware corporation...Recapitalization Agreement • March 27th, 1998 • Borden Inc • Dairy products • New York
CREDIT AGREEMENT Dated as of August 2, 2004, Among RESOLUTION SPECIALTY MATERIALS INC., RESOLUTION SPECIALTY MATERIALS LLC, as Borrower, THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, as Administrative Agent, BEAR STEARNS CORPORATE LENDING INC., as...Credit Agreement • July 15th, 2005 • Hexion Specialty Chemicals, Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
CREDIT AGREEMENT dated as of August 2, 2004 (this “Agreement”), among RESOLUTION SPECIALTY MATERIALS INC., a Delaware corporation (“Holdings”), RESOLUTION SPECIALTY MATERIALS LLC, a Delaware limited liability company (the “Borrower”), the LENDERS party hereto from time to time, JPMORGAN CHASE BANK, as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders, BEAR STEARNS CORPORATE LENDING INC. (“Bear Stearns”) as syndication agent (in such capacity, the “Syndication Agent”), and JPMORGAN SECURITIES INC. and BEAR STEARNS & CO. INC. as joint lead arrangers and joint book managers (in such capacity, the “Joint Lead Arrangers”).
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 1 (the "Amendment") to the Agreement and Plan of Merger (the "Agreement") by and among CCPC Acquisition Corp., a Delaware corporation ("ACQUIROR"), EG Two Acquisition Co., a Delaware...Agreement and Plan of Merger • August 11th, 1999 • Borden Inc • Plastic materials, synth resins & nonvulcan elastomers
On and after the effectiveness of this Letter Amendment, each reference in the Credit Agreement of the Letter Waiver to "this Agreement", "hereunder", "hereof" or words of like import referring to the Credit Agreement or the Letter Waiver,...Credit Agreement • May 14th, 1998 • Borden Inc • Dairy products • New York
AGREEMENT AND PLAN OF MERGER among HEXION SPECIALTY CHEMICALS, INC., NIMBUS MERGER SUB INC. and HUNTSMAN CORPORATION Dated as of July 12, 2007Merger Agreement • July 17th, 2007 • Hexion Specialty Chemicals, Inc. • Plastic materials, synth resins & nonvulcan elastomers • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of July 12, 2007 (this “Agreement”), among Hexion Specialty Chemicals, Inc., a New Jersey corporation (“Parent”), Nimbus Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Huntsman Corporation, a Delaware corporation (the “Company”).
HEXION U.S. FINANCE CORP. and HEXION NOVA SCOTIA FINANCE, ULC, as Issuers the GUARANTORS named herein $574,016,000 9.0% SECOND-PRIORITY SENIOR SECURED NOTES DUE 2020 INDENTURE Dated as of November 5, 2010 WILMINGTON TRUST COMPANY, as TrusteeIndenture • November 12th, 2010 • Momentive Specialty Chemicals Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
INDENTURE dated as of November 5, 2010 among Hexion U.S. Finance Corp., a Delaware corporation, Hexion Nova Scotia Finance, ULC, a Nova Scotia unlimited liability company (each, an “Issuer”, and collectively, the “Issuers”), Momentive Specialty Chemicals Inc., a New Jersey corporation, the Subsidiary Guarantors (as defined herein) and Wilmington Trust Company, as trustee (the “Trustee”).
receives from you or your Purchaser's Estate or Purchaser's Trust, as the case may be, a written request (a "Purchaser Request") to include Common Stock held ----------------- by you or your Purchaser's Estate or Purchaser's Trust, as the case may be,...Sale Participation Agreement • October 3rd, 2003 • Borden Chemical Inc • Plastic materials, synth resins & nonvulcan elastomers • New York
AMENDED AND RESTATED INTERCREDITOR AGREEMENTIntercreditor Agreement • February 10th, 2017 • Hexion Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
This AMENDED AND RESTATED INTERCREDITOR AGREEMENT, dated as of February 8, 2017, is among JPMORGAN CHASE BANK, N.A. (“JPMCB”), as Intercreditor Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and as Collateral Agent for the holders of the notes issued under the New 1.5 Lien Notes Indenture (as defined below), JPMCB, as Senior-Priority Agent for the secured parties under the ABL Facility (as defined below), WILMINGTON TRUST, NATIONAL ASSOCIATION, as Senior-Priority Agent for the holders of the notes issued under the New First Lien Notes Indenture (as defined below), WILMINGTON TRUST, NATIONAL ASSOCIATION, as Senior-Priority Agent for the holders of the notes issued under the 6.625% First Lien Notes Indenture (as defined below), WILMINGTON TRUST, NATIONAL ASSOCIATION, as Senior-Priority Agent for the holders of the notes issued under the 10.00% First Lien Notes Indenture (as defined below), HEXION LLC, a Delaware limited liability company (“Holdings”), HEXION INC., a New Jersey
HEXION U.S. FINANCE CORP. and HEXION NOVA SCOTIA FINANCE, ULC REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 18th, 2013 • Momentive Specialty Chemicals Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
Momentive Specialty Chemicals Inc. (the “Company”) proposes to deliver to Credit Suisse Securities (USA) LLC (“Credit Suisse”), as the designated affiliate of Credit Suisse AG, Cayman Islands Branch, upon the terms set forth in an exchange agreement (the “Exchange Agreement”), dated January 14, 2013, among Hexion U.S. Finance Corp., a Delaware corporation (“Hexion U.S.”), Hexion Nova Scotia Finance, ULC, a Nova Scotia unlimited liability company (“Hexion Nova Scotia”) (each of Hexion U.S. and Hexion Nova Scotia is an “Issuer,” and, together, they are the “Issuers”), Momentive Specialty Chemicals Holdings LLC (“Holdings”), the Company, each of the Company’s subsidiaries listed on the signature pages thereto (the “Subsidiary Guarantors”) and Credit Suisse AG, Cayman Islands Branch, U.S. $200,000,000 principal amount of the Issuers’ 8.875% Senior Secured Notes Due 2018 (the “Initial Securities”). The Initial Securities will be issued as “additional notes” pursuant to an indenture (the “In
HEXION INC. $315,000,000 10.00% First-Priority Senior Secured Notes due 2020 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 15th, 2015 • Hexion Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
Hexion Inc., a New Jersey corporation (formerly known as Momentive Specialty Chemicals Inc., the “Issuer”), proposes to issue and sell to J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman, Sachs & Co., UBS Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. LLC and Apollo Global Securities, LLC (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated April 2, 2015 among the Issuer, the Guarantors (as defined herein) and the Initial Purchasers (the “Purchase Agreement”), U.S. $315,000,000 aggregate principal amount of 10.00% First-Priority Senior Secured Notes due 2020 of the Issuer (the “Initial Securities”). The Initial Securities will be issued pursuant to an indenture, dated as of April 15, 2015 (the “Indenture”), among the Issuer, the Guarantors and Wilmington Trust, National Association, as trustee (the “Trustee”). The Ini
RECITALS --------Conveyance and Transfer Agreement • October 16th, 1996 • Borden Inc • Dairy products • New York
Page ARTICLE I THE STOCK PURCHASE AND MERGER....................................2 1.1 Stock Purchase...................................................2 1.2 The Merger.......................................................3 1.3 Surviving...Stock Purchase and Merger Agreement • August 14th, 1997 • Borden Inc • Dairy products • Delaware
FIRST LIEN INTERCREDITOR AGREEMENT dated as of April 15, 2015 among WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Authorized Representative under the Existing First Lien Agreement, WILMINGTON...First Lien Intercreditor Agreement • April 15th, 2015 • Hexion Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
FIRST LIEN INTERCREDITOR AGREEMENT (as amended, restated, modified or supplemented from time to time, this “Agreement’), dated as of April 15, 2015, among WILMINGTON TRUST, NATIONAL ASSOCIATION, as collateral agent for the First Lien Secured Parties (as defined below) (in such capacity and together with its successors in such capacity, including as a result of the occurrence of a Credit Agreement Effective Date, the “Collateral Agent”), WILMINGTON TRUST, NATIONAL ASSOCIATION, as Authorized Representative for the Existing First Lien Secured Parties (in such capacity and, together with its successors in such capacity, the “Existing First Lien Representative”), Wilmington Trust, National Association, as Authorized Representative for the Initial Other First Lien Secured Parties (in such capacity and, together with its successors in such capacity, the “Initial Other Authorized Representative”), and each additional Authorized Representative from time to time party hereto for the Other First
ContractVoting Agreement • July 17th, 2007 • Hexion Specialty Chemicals, Inc. • Plastic materials, synth resins & nonvulcan elastomers • Delaware
THIS VOTING AGREEMENT, dated as of July 12, 2007 (this “Agreement”) by and among Hexion Specialty Chemicals, Inc., a New Jersey corporation (“Parent”), the Jon and Karen Huntsman Foundation, a Utah nonprofit corporation (the “Foundation”), Fidelity Charitable Gift Fund (“CGF” and together with the Foundation, the “Stockholders” collectively, and each a “Stockholder” individually), and Jon M. Huntsman (the “Voting Agent”).
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of November 3, 2006, Among HEXION LLC, HEXION SPECIALTY CHEMICALS, INC., as U.S. Borrower, HEXION SPECIALTY CHEMICALS CANADA, INC., as Canadian Borrower, HEXION SPECIALTY CHEMICALS B.V., as Dutch...Credit Agreement • August 13th, 2009 • Hexion Specialty Chemicals, Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 3, 2006 (this “Agreement”), among HEXION LLC, a Delaware limited liability company (“Holdings”), HEXION SPECIALTY CHEMICALS, INC., a New Jersey corporation (the “U.S. Borrower”), HEXION SPECIALTY CHEMICALS CANADA, INC., a Canadian corporation (the “Canadian Borrower”), HEXION SPECIALTY CHEMICALS B.V., a company organized under the laws of The Netherlands (the “Dutch Borrower”), HEXION SPECIALTY CHEMICALS UK LIMITED, a corporation organized under the laws of England and Wales, and BORDEN CHEMICAL UK LIMITED, a corporation organized under the laws of England and Wales (together, the “U.K. Borrowers” and, together with the U.S. Borrower, the Canadian Borrower and the Dutch Borrower, the “Borrowers”), the LENDERS party hereto from time to time, JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders, CREDIT SUISSE, as syndication agent (in such capacity, the “Syndication Agent”), and J.P. MORGAN SECURITIES INC. an
EMPLOYMENT AGREEMENTEmployment Agreement • July 15th, 2005 • Hexion Specialty Chemicals, Inc. • Plastic materials, synth resins & nonvulcan elastomers • Delaware
THIS EMPLOYMENT AGREEMENT, dated as of June 1, 2005 (this “Agreement”), is by and between HEXION SPECIALTY CHEMICALS, INC., a New Jersey corporation (formerly known as Borden Chemical, Inc. and referred to as the “Company”), and Mark S. Antonvich (the “Executive”).
1 Exhibit 10 PAY AGREEMENT AND RELEASE OF RICHARD DE NEY This agreement effective on the last date executed below, contains all the understandings between Richard de Ney and Borden, Inc. and its parents, subsidiaries or affiliates, including without...Pay Agreement and Release • August 14th, 1998 • Borden Inc • Dairy products • Ohio
ABL INTERCREDITOR AGREEMENTAbl Intercreditor Agreement • July 2nd, 2019 • Hexion Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
This ABL INTERCREDITOR AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of July 1, 2019, is among JPMORGAN CHASE BANK, N.A., as administrative agent and collateral agent for the ABL Facility Secured Parties referred to herein (in such capacity, together with its successors or co-agents in substantially the same capacity as may from time to time be appointed, the “ABL Facility Collateral Agent”), JPMORGAN CHASE BANK, N.A., as Applicable First-Lien Agent and as administrative agent and collateral agent for the First-Lien Secured Parties referred to herein (in such capacity, together with its successors and co-agents in substantially the same capacity as may from time to time be appointed, the “First-Lien Collateral Agent”), HEXION INC., a New Jersey corporation (the “U.S. Borrower”), Holdings (as defined below), HEXION INTERNATIONAL COӦPERATIEF U.A., a cooperative organized under the laws of the Netherlands (the “Dutch Ter
COLLATERAL AGREEMENT dated and effective as of March 28, 2013, among MOMENTIVE SPECIALTY CHEMICALS INC., as U.S. Borrower, each Subsidiary of the U.S. Borrower identified herein and JPMORGAN CHASE BANK, N.A., as Collateral AgentCollateral Agreement • April 3rd, 2013 • Momentive Specialty Chemicals Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
This COLLATERAL AGREEMENT, dated and effective as of March 28, 2013 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is among MOMENTIVE SPECIALTY CHEMICALS INC., a New Jersey corporation (the “U.S. Borrower”), each Subsidiary of the U.S. Borrower listed on Schedule I hereto and each Subsidiary of the U.S. Borrower that becomes a party hereto (each, a “Subsidiary Party”) and JPMORGAN CHASE BANK, N.A., as collateral agent (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”) for the Secured Parties.
MASTER CONFIDENTIALITY AND JOINT DEVELOPMENT AGREEMENTMaster Confidentiality and Joint Development Agreement • March 17th, 2011 • Momentive Specialty Chemicals Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
This Master Confidentiality and Joint Development Agreement (“Agreement”) is by and between Momentive Specialty Chemicals Inc., with a principal place of business at 180 East Broad Street, Columbus, Ohio 43215 (“MSC”), and Momentive Performance Materials Inc., with a principal place of business at 22 Corporate Woods Boulevard, Albany, NY 12211 (“MPM”). The effective date of this Agreement is October 1, 2010 (“Effective Date”).
ContractVoting Agreement • July 17th, 2007 • Hexion Specialty Chemicals, Inc. • Plastic materials, synth resins & nonvulcan elastomers • Delaware
THIS VOTING AGREEMENT, dated as of July 12, 2007 (this “Agreement”) by and among Hexion Specialty Chemicals, Inc., a New Jersey corporation (“Parent”), and MatlinPatterson Global Opportunities Partners L.P., MatlinPatterson Global Opportunities Partners (Bermuda) L.P. and MatlinPatterson Global Opportunities Partners B, L.P. (collectively, “Stockholder”).
RESTRICTED DEFERRED UNIT AWARD AGREEMENT OF MOMENTIVE PERFORMANCE MATERIALS HOLDINGS LLCRestricted Deferred Unit Award Agreement • March 6th, 2013 • Momentive Specialty Chemicals Inc. • Plastic materials, synth resins & nonvulcan elastomers • Delaware
THIS AGREEMENT (the “Agreement”) is dated as of between MOMENTIVE PERFORMANCE MATERIALS HOLDINGS LLC, a Delaware limited liability company (the “Company”), and the Participant set forth on the signature page to this Agreement (the “Participant”).
HEXION INC. as Issuer and the Subsidiary Guarantors party hereto from time to time named herein 7.875% Senior Notes due 2027 ________________________ INDENTURE Dated as of July 1, 2019 ________________________ Wilmington Trust, National Association as...Indenture • July 2nd, 2019 • Hexion Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
TRANSACTION AGREEMENT BY AND AMONG RPP HOLDINGS LLC, RESOLUTION SPECIALTY MATERIALS HOLDINGS LLC, BHI ACQUISITION CORP., BHI MERGER SUB ONE INC., BHI MERGER SUB TWO INC. AND BORDEN CHEMICAL, INC. DATED AS OF APRIL 22, 2005Transaction Agreement • July 15th, 2005 • Hexion Specialty Chemicals, Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
This Transaction Agreement is entered into as of April 22, 2005 among RPP HOLDINGS LLC, a Delaware limited liability company (“RPP Holdings”), RESOLUTION SPECIALTY MATERIALS HOLDINGS LLC, a Delaware limited liability company (“RSM Holdings”), BHI ACQUISITION CORP., a Delaware corporation (“BHI Acquisition”), BHI MERGER SUB ONE INC., a Delaware corporation (“BHI Merger Sub One”), BHI MERGER SUB TWO INC., a Delaware corporation (“BHI Merger Sub Two”) and BORDEN CHEMICAL, INC., a New Jersey corporation (“BCI”).
ContractSecond Supplemental Indenture • July 15th, 2005 • Hexion Specialty Chemicals, Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
SECOND SUPPLEMENTAL INDENTURE, dated as of May 31, 2005 (this “Second Supplemental Indenture”), by and between Hexion Specialty Chemicals, Inc. (formerly known as Borden Chemical, Inc. and as successor to Resolution Performance Products Corp.), a New Jersey corporation (“Hexion”), RPP Capital Corporation, a Delaware corporation (“RPP Capital” and, together with Hexion, the “Issuers”), each of the parties identified as a New Guarantor on the signature pages hereto (each a Delaware corporation, the “New Guarantors”), and The Bank of New York, as Trustee (the “Trustee”) under the Indenture (as defined below).
AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • January 18th, 2013 • Momentive Specialty Chemicals Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
This AMENDMENT, dated as of January 14, 2013 (this “Amendment Agreement”), to the Third Amended and Restated Credit Agreement, among Momentive Specialty Chemicals Holdings LLC (formerly known as Hexion LLC), a Delaware limited liability company (“Holdings”), Momentive Specialty Chemicals Inc. (formerly known as Hexion Specialty Chemicals, Inc.), a New Jersey corporation (the “U.S. Borrower”), Momentive Specialty Chemicals Canada Inc. (formerly known as Hexion Specialty Chemicals Canada, Inc.), a Canadian corporation (the “Canadian Borrower”), Momentive Specialty Chemicals B.V. (formerly known as Hexion Specialty Chemicals B.V.), a company organized under the laws of The Netherlands (the “Dutch Borrower”), Momentive Specialty Chemicals UK Limited (formerly known as Hexion Specialty Chemicals UK Limited), a corporation organized under the laws of England and Wales, and Borden Chemical UK Limited, a corporation organized under the laws of England and Wales (together, the “U.K. Borrowers”,
AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of December 21, 2016, amongAsset-Based Revolving Credit Agreement • March 8th, 2017 • Hexion Inc. • Plastic materials, synth resins & nonvulcan elastomers
This AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT, dated as of December 21, 2016 (as amended, supplemented, restated or otherwise modified from time to time, this “Agreement”), among HEXION LLC (f/k/a MOMENTIVE SPECIALTY CHEMICALS HOLDINGS LLC), a Delaware limited liability company (“Holdings”), HEXION INC. (F/K/A MOMENTIVE SPECIALTY CHEMICALS INC.), a New Jersey corporation (the “U.S. Borrower”), HEXION CANADA INC. (f/k/a MOMENTIVE SPECIALTY CHEMICALS CANADA INC.), a Canadian corporation (the “Canadian Borrower”), HEXION B.V. (f/k/a MOMENTIVE SPECIALTY CHEMICALS B.V.), a besloten vennootschap met beperkte aansprakelijkheid under the laws of The Netherlands having its statutory seat in Rotterdam, The Netherlands and registered with the Dutch Trade Register under number 24294676 (the “Dutch Borrower”), HEXION UK LIMITED (f/k/a MOMENTIVE SPECIALTY CHEMICALS UK LIMITED), a company incorporated under the laws of England and Wales, and BORDEN CHEMICAL UK LIMITED, a company in
CREDIT AGREEMENT Dated as of March 3, 2009 between HEXION SPECIALTY CHEMICALS, INC., as U.S. Borrower, and BORDEN LUXEMBOURG S. À R. L., as Foreign Borrower, and EURO V (BC) S. À R. L., EURO VI (BC) S. À R. L., and AAA CO-INVEST VI (EHS- BC) S. À R....Credit Agreement • August 13th, 2009 • Hexion Specialty Chemicals, Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
CREDIT AGREEMENT, dated as of March 3, 2009 (this “Agreement”), among Hexion Specialty Chemicals, Inc., a New Jersey corporation (the “U.S. Borrower”), Borden Luxembourg S. à r. l., a Luxembourg société à responsabilité limitée (the “Foreign Borrower” and, together with the U.S. Borrower, the “Borrowers”), and Euro V (BC) S. à r. l., Euro VI (BC) S. à r. l., and AAA Co-Invest VI (EHS-BC) S. à r. l., each, a Luxembourg société à responsabilité limitée, as Lenders (together with their permitted successors and assigns, the “Lenders”).
Share Purchase Agreement dated October 6, 2004 among RÜTGERS AG RÜTGERS Bakelite Projekt GmbH and National Borden Chemical Germany GmbH Borden Chemical Inc. regarding the sale and purchase of the Bakelite GroupShare Purchase Agreement • November 15th, 2004 • Borden Chemical Inc • Plastic materials, synth resins & nonvulcan elastomers
AMENDMENT AGREEMENT (this “Agreement”) dated as of December 21, 2016, among HEXION LLC (f/k/a Momentive Specialty Chemicals Holdings LLC), a Delaware limited liability company (“Holdings”), HEXION INC. (f/k/a Momentive Specialty Chemicals Inc.), a New...Amendment Agreement • December 23rd, 2016 • Hexion Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
This AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT, dated as of December 21, 2016 (as amended, supplemented, restated or otherwise modified from time to time, this “Agreement”), among HEXION LLC (F/K/A MOMENTIVE SPECIALTY CHEMICALS HOLDINGS LLC), a Delaware limited liability company (“Holdings”), HEXION INC. (F/K/A MOMENTIVE SPECIALTY CHEMICALS INC.), a New Jersey corporation (the “U.S. Borrower”), HEXION CANADA INC. (F/K/A MOMENTIVE SPECIALTY CHEMICALS CANADA INC.), a Canadian corporation (the “Canadian Borrower”), HEXION B.V. (F/K/A MOMENTIVE SPECIALTY CHEMICALS B.V.), a besloten vennootschap met beperkte aansprakelijkheid under the laws of The Netherlands having its statutory seat in Rotterdam, The Netherlands and registered with the Dutch Trade Register under number 24294676 (the “Dutch Borrower”), HEXION UK LIMITED (F/K/A MOMENTIVE SPECIALTY CHEMICALS UK LIMITED), a company incorporated under the laws of England and Wales, and BORDEN CHEMICAL UK LIMITED, a company in
ContractFirst Supplemental Indenture • July 15th, 2005 • Hexion Specialty Chemicals, Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”) dated as of May 31, 2005 among Resolution Specialty Materials LLC, a Delaware limited liability company (“RSM LLC”), Resolutions’ JV LLC, a Delaware limited liability company (“RJV”), Lawter International Inc., a Delaware corporation (“Lawter”), Resolution Specialty Materials Capital Corp., a Delaware corporation (“RSM Capital” and, together with RSM LLC, RJV and Lawter, the “New Guarantors”), Resolution Performance Products Corp. (formerly known as Resolution Performance Products LLC), a Delaware corporation (the “Company”), RPP Capital Corporation, a Delaware corporation (“RPP Capital” and, together with the Company, the “Issuers”), and The Bank of New York, as Trustee (the “Trustee”) under the Indenture (as defined below).
