UNIVAR SOLUTIONS INC. 11,594,268 SHARES OF COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • September 25th, 2019 • Univar Solutions Inc. • Wholesale-chemicals & allied products • New York
The holders named in Schedule I hereto (the “Selling Stockholders”) of Univar Solutions Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC (together, the “Underwriters”) an aggregate of 11,594,268 shares of common stock (the “Shares”), $0.01 par value (the “Stock”) of the Company.
AGREEMENT AND PLAN OF MERGER by and among WINDSOR PARENT, L.P., WINDSOR MERGER SUB, INC. and UNIVAR SOLUTIONS INC. Dated as of March 13, 2023Agreement and Plan of Merger • March 14th, 2023 • Univar Solutions Inc. • Wholesale-chemicals & allied products • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of March 13, 2023 (this “Agreement”), by and among Windsor Parent, L.P., a Delaware limited partnership (“Parent”), Windsor Merger Sub, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”), and Univar Solutions Inc., a Delaware corporation (the “Company”). Parent, Merger Sub, and the Company are referred to herein as the “parties” and each, a “party.”
Addendum to Warrant AgreementWarrant Agreement • March 1st, 2019 • Univar Inc. • Wholesale-chemicals & allied products • New York
On February 28, 2019, Univar Inc. (“Univar”) completed its previously announced acquisition of Nexeo Solutions, Inc., a Delaware corporation (“Nexeo”), pursuant to the Agreement and Plan of Merger Agreement, dated September 17, 2018 (the “Merger Agreement”), by and among Nexeo, Univar, Pilates Merger Sub I Corp, a Delaware corporation and direct wholly owned subsidiary of Univar (“Merger Sub I”), and Pilates Merger Sub II LLC, a Delaware limited liability company and direct wholly owned subsidiary of Univar (“Merger Sub II”). Pursuant to the terms of the Merger Agreement, (i) Merger Sub I merged with and into Nexeo (the “Initial Merger”), with Nexeo surviving the Initial Merger as a wholly owned subsidiary of Univar, and (ii) immediately following the Initial Merger, Nexeo merged with and into Merger Sub II (the “Subsequent Merger”), with Merger Sub II surviving the Subsequent Merger as a direct wholly owned subsidiary of Univar and successor to Nexeo.
UNIVAR USA INC. as initial Issuer UNIVAR INC. as Company the Subsidiary Guarantors from time to time parties hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee INDENTURE DATED AS OF July 1, 2015 PROVIDING FOR ISSUANCE OF NOTES IN SERIESUnivar Inc. • July 7th, 2015 • Prefabricated wood bldgs & components • New York
INDENTURE, dated as of July 1, 2015 (as amended, supplemented or otherwise modified from time to time, this “Indenture”), among Univar USA Inc., a corporation organized under the laws of the State of Washington, as initial Issuer, Univar Inc., a corporation organized under the laws of the State of Delaware, the Subsidiary Guarantors from time to time parties hereto, and Wilmington Trust, National Association, a national banking association, as Trustee.
AMENDED AND RESTATED ABL GUARANTEE AND COLLATERAL AGREEMENT made by UNIVAR INC. and certain of its Domestic Subsidiaries, in favor of BANK OF AMERICA, N.A. as Collateral Agent Dated as of July 28, 2015 as Amended and Restated on February 28, 2019Guarantee and Collateral Agreement • February 25th, 2020 • Univar Solutions Inc. • Wholesale-chemicals & allied products • New York
AMENDED AND RESTATED ABL GUARANTEE AND COLLATERAL AGREEMENT, dated as of July 28, 2015, as amended and restated as of February 28, 2019, made by UNIVAR INC., a Delaware corporation (the “U.S. Parent Borrower”) and certain Domestic Subsidiaries of the U.S. Parent Borrower from time to time party hereto (the “U.S. Subsidiary Borrowers”), in favor of BANK OF AMERICA, N.A., as collateral agent for the Secured Parties (as defined below) (in such capacity, and together with its successors and assigns in such capacity, the “Collateral Agent”) and U.S. administrative agent (in such capacity, and together with its successors and assigns in such capacity, the “Administrative Agent”) for the banks and other financial institutions (collectively, the “Lenders”; individually, a “Lender”) from time to time parties to the Credit Agreement described below.
UNIVAR SOLUTIONS USA INC. as initial Issuer UNIVAR SOLUTIONS INC. as Company the Subsidiary Guarantors from time to time parties hereto and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE DATED AS OF November 22, 2019 PROVIDING FOR ISSUANCE OF...Indenture • November 22nd, 2019 • Univar Solutions Inc. • Wholesale-chemicals & allied products • New York
INDENTURE, dated as of November 22, 2019 (as amended, supplemented or otherwise modified from time to time, this “Indenture”), among Univar Solutions USA Inc., a corporation organized under the laws of the State of Washington, as initial Issuer, Univar Solutions Inc., a corporation organized under the laws of the State of Delaware, as Company, the Subsidiary Guarantors from time to time parties hereto, and U.S. Bank National Association, a national banking association, as Trustee.
Form of Employee Stock Option AgreementEmployee Stock Option Agreement • August 7th, 2020 • Univar Solutions Inc. • Wholesale-chemicals & allied products • Delaware
This Employee Stock Option Agreement (the “Agreement”), by and between Univar Solutions Inc., a Delaware corporation (the “Company”), and the Employee whose name is set forth on Exhibit A hereto (the “Employee”), is being entered into pursuant to the Univar Solutions Inc. 2020 Omnibus Incentive Plan (as the same may be amended, modified or supplemented from time to time, the “Plan”) and is dated as of the Grant Date set forth on Exhibit A hereto (the “Grant Date”). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
Form of Employee Performance-Based Restricted Stock Unit AgreementRestricted Stock Unit Agreement • May 8th, 2023 • Univar Solutions Inc. • Wholesale-chemicals & allied products • Delaware
This Employee Performance-Based Restricted Stock Unit Agreement (the “Agreement”), by and between Univar Solutions Inc., a Delaware corporation (the “Company”), and the Employee whose name is set forth on Exhibit A hereto, is being entered into pursuant to the Univar Solutions Inc. 2020 Omnibus Incentive Plan (as the same may be amended, modified or supplemented from time to time, the “Plan”). This Agreement shall be dated as of the date set forth on Exhibit A hereto (the “Grant Date”). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 26th, 2015 • Univar Inc. • Prefabricated wood bldgs & components • Delaware
This INDEMNIFICATION AGREEMENT, dated as of November 30, 2010 (the “Agreement”), is among Univar Inc., a Delaware corporation (the “Company”), Univar USA Inc., a Washington corporation (together with the Company, the “Company Entities”), CD&R Univar Holdings, L.P., a Cayman Islands exempted limited partnership (“CD&R Investor”), Clayton, Dubilier & Rice Fund VIII, L.P., a Cayman Islands exempted limited partnership (the “Fund”), CD&R Friends & Family Fund VIII, L.P., CD&R Advisor Univar Co-Investor, L.P., CD&R Univar Co-Investor, L.P., CD&R Univar Co-Investor II, L.P., each a Cayman Islands exempted limited partnership, CD&R Univar NEP VIII Co-Investor, LLC and CD&R Univar NEP IX Co-Investor, LLC, each a Delaware limited liability company (collectively, the “Other CD&R Investors”, and, together with CD&R Investor and the Fund, the “CD&R Investor Parties”), and Clayton, Dubilier & Rice, LLC, a Delaware limited liability company (“Manager”). Capitalized terms used herein without definiti
INTERCREDITOR AGREEMENT by and between BANK OF AMERICA, N.A., as ABL Agent, and BANK OF AMERICA, N.A., as Term Agent Dated as of October 11, 2007Intercreditor Agreement • August 14th, 2014 • Univar Inc. • Prefabricated wood bldgs & components • New York
THIS INTERCREDITOR AGREEMENT (as amended, supplemented, restated or otherwise modified from time to time pursuant to the terms hereof, this “Agreement”) is entered into as of October 11, 2007 between BANK OF AMERICA, N.A. (“Bank of America”) in its capacities as administrative agent for the U.S. Lenders and collateral agent (together with its successors and assigns in such capacities, the “ABL Agent”) under the ABL Credit Agreement referred to below (such financial institutions, together with their successors, assigns and transferees, the “ABL Lenders”) and BANK OF AMERICA, N.A. in its capacities as administrative agent and collateral agent (together with its successors and assigns in such capacities, the “Term Agent”) for the financial institutions party from time to time to the Term Credit Agreement referred to below (such financial institutions, together with their successors, assigns and transferees, the “Term Lenders”).
Employee Restricted Stock Unit AgreementEmployee Restricted Stock Unit Agreement • February 25th, 2020 • Univar Solutions Inc. • Wholesale-chemicals & allied products • Delaware
This Employee Restricted Stock Unit Agreement (the “Agreement”), by and between Univar Solutions Inc., a Delaware corporation (the “Company”), and the Employee whose name is set forth on Exhibit A hereto (the “Employee”), is being entered into pursuant to the Univar Solutions Inc. 2017 Omnibus Equity Incentive Plan (as the same may be amended, modified or supplemented from time to time, the “Plan”) and is dated as of the Grant Date set forth on Exhibit A hereto (the “Grant Date”). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
UNIVAR INC. 10,000,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • December 18th, 2017 • Univar Inc. • Wholesale-chemicals & allied products • New York
The holders named in Schedule I hereto (the “Selling Stockholders”) of Univar Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to Goldman Sachs & Co. LLC (the “Underwriter”) an aggregate of 10,000,000 shares of common stock (the “Shares”), $0.01 par value (the “Stock”) of the Company.
AMENDMENT NO. 6, dated as of June 3, 2021 (this “Amendment”), to the Credit Agreement dated as of July 1, 2015, among UNIVAR SOLUTIONS USA INC., a Washington corporation (the “U.S. Borrower”), UNIVAR NETHERLANDS HOLDING B.V., a private company with...Credit Agreement • June 9th, 2021 • Univar Solutions Inc. • Wholesale-chemicals & allied products • New York
CREDIT AGREEMENT, dated as of July 1, 2015 (as amended by Amendment No. 1 on January 19, 2017, Amendment No. 2 on November 28, 2017, Amendment No. 3 on February 23, 2019, Amendment No. 4 on February 28, 2019 and, Amendment No. 5 on November 22, 2019 and Amendment No. 6 on June 3, 2021), among UNIVAR SOLUTIONS USA INC. (formerly known as Univar USA Inc.), a Washington corporation (the “U.S. Borrower”), UNIVAR SOLUTIONS INC. (formerly known as Univar Inc.), a Delaware corporation (“Holdings”), UNIVAR NETHERLANDS HOLDING B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands, having its statutory seat (statutaire zetel) in Rotterdam, the Netherlands and its registered office at Schouwburgplein 30, 3012CL Rotterdam, the Netherlands, registered with the Chamber of Commerce (Kamer van Koophandel) under number 24128225 (the “Netherlands Borrower”), the several banks and other financial institutions f
FOURTH AMENDED AND RESTATED STOCKHOLDERS AGREEMENT of UNIVAR INC. Dated as of June 23, 2015Stockholders Agreement • March 3rd, 2016 • Univar Inc. • Wholesale-chemicals & allied products • Delaware
THIS FOURTH AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (as amended and restated from time to time according to its terms, this “Agreement”), dated as of June 23, 2015, relating to Univar Inc., a Delaware corporation (the “Company”), is entered into by and among the Company, CD&R Univar Holdings, L.P., a Cayman Islands exempted limited partnership (“CD&R Investor”), Univar N.V., a limited liability company (naamloze vennootschap) organized under the laws of the Netherlands and with corporate seat in Rotterdam, the Netherlands (“Univar NV”), Dahlia Investments Pte. Ltd. (“Temasek Investor”), and each of the stockholders of the Company whose name appears on Annex A hereto (together with and each Person that has previously executed or subsequently executes an Accession Agreement, the “Stockholders” and each, individually, a “Stockholder”).
TERM LOAN GUARANTEE AND COLLATERAL AGREEMENT made by UNIVAR INC. UNIVAR USA INC. and certain of its Domestic Subsidiaries, in favor of BANK OF AMERICA, N.A. as Collateral Agent Dated as of July 1, 2015Assumption Agreement • July 7th, 2015 • Univar Inc. • Prefabricated wood bldgs & components • New York
TERM LOAN GUARANTEE AND COLLATERAL AGREEMENT, dated as of July 1, 2015, made by UNIVAR USA INC., a Washington corporation (the “Borrower”), Holdings (as defined below) and certain Domestic Subsidiaries of Holdings from time to time party hereto, in favor of BANK OF AMERICA, N.A., as collateral agent for the Secured Parties (as defined below) (in such capacity, and together with its successors and assigns in such capacity, the “Collateral Agent”) and administrative agent (in such capacity, and together with its successors and assigns in such capacity, the “Administrative Agent”) for the banks and other financial institutions (collectively, the “Lenders”; individually, a “Lender”) from time to time parties to the Credit Agreement described below.
STOCK PURCHASE AGREEMENT by and among UNIVAR INC., THE SELLING STOCKHOLDERS and DAHLIA INVESTMENTS PTE. LTD. Dated as of June 1, 2015Stock Purchase Agreement • June 8th, 2015 • Univar Inc. • Prefabricated wood bldgs & components • New York
This STOCK PURCHASE AGREEMENT, dated as of June 1, 2015 (this “Agreement”), is entered into by and among Univar Inc., a Delaware corporation (the “Company”), the stockholders of the Company listed on Schedule 1 hereto (the “Selling Stockholders”) and Dahlia Investments Pte. Ltd., a Singapore Corporation (“Buyer”). Capitalized terms used herein shall have the meanings assigned to such terms in the text of this Agreement or in Section 1.1.
AMENDMENT NO. 1, dated as of November 22, 2019 (this “Amendment”), to the Amended and Restated ABL Credit Agreement dated as of July 28, 2015 and amended and restated as of February 28, 2019 (as further amended, restated, supplemented or otherwise...Abl Credit Agreement • November 22nd, 2019 • Univar Solutions Inc. • Wholesale-chemicals & allied products • New York
AMENDED AND RESTATED ABL CREDIT AGREEMENT, dated as of July 28, 2015, (as amended and restated as of February 28, 2019, and as amended by Amendment No. 1, dated as of November 22, 2019) among UNIVAR SOLUTIONS INC., a Delaware corporation (formerly known as Univar Inc.) (the “U.S. Parent Borrower”), UNIVAR CANADA LTD., a company formed under the laws of the Province of Alberta (the “Canadian Borrower”), the Domestic Subsidiaries (each capitalized term used but not defined in this preamble having the meaning provided in Section 1.1) of the U.S. Parent Borrower from time to time party hereto (the “U.S. Subsidiary Borrowers”; together with the U.S. Parent Borrower, the “U.S. Borrowers”; and the U.S. Borrowers, together with the Canadian Borrower, the “Borrowers” and each a “Borrower”), the registered lending institutions from time to time parties hereto (each a “Lender” and, collectively, the “Lenders”), BANK OF AMERICA, N.A., as U.S. Administrative Agent, Collateral Agent, U.S. Swingline
UNIVAR INC. 12,500,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • December 15th, 2016 • Univar Inc. • Wholesale-chemicals & allied products • New York
The holders named in Schedule I hereto (the “Selling Stockholders”) of Univar Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to Goldman, Sachs & Co. (the “Underwriter”) an aggregate of 12,500,000 shares (the “Shares”) $0.01 par value (the “Stock”) of the Company.
EMPLOYMENT AGREEMENTEmployment Agreement • November 3rd, 2017 • Univar Inc. • Wholesale-chemicals & allied products • Illinois
In consideration of the mutual covenants herein contained, and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, Executive and Univar agree as follows:
Employee Stock Option AgreementEmployee Stock Option Agreement • January 30th, 2017 • Univar Inc. • Wholesale-chemicals & allied products • Delaware
This Employee Stock Option Agreement (the “Agreement”), by and between Univar Inc., a Delaware corporation (the “Company”), and the Employee whose name is set forth on Exhibit A hereto, is being entered into pursuant to the Univar Inc. 2015 Omnibus Equity Incentive Plan (the “Plan”) and is dated as of the date it is accepted and agreed to by the Employee in accordance with Section 7(o). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
Form of Director Deferred Share Unit AgreementForm of Director Deferred Share Unit Agreement • August 7th, 2020 • Univar Solutions Inc. • Wholesale-chemicals & allied products • Delaware
This Director Deferred Share Unit Agreement (the “Agreement”), by and between Univar Solutions Inc., a Delaware corporation (the “Company”), and the director whose name is set forth on Exhibit A hereto (the “Director”), is being entered into pursuant to the Univar Solutions Inc. 2020 Omnibus Incentive Plan (as the same may be amended, modified or supplemented from time to time, the “Plan”) and is dated as of the Grant Date specified on Exhibit A hereto (the “Grant Date”). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
Director Restricted Stock Unit AgreementDirector Restricted Stock Unit Agreement • February 25th, 2020 • Univar Solutions Inc. • Wholesale-chemicals & allied products • Delaware
This Director Restricted Stock Unit Agreement (the “Agreement”), by and between Univar Solutions Inc., a Delaware corporation (the “Company”), and the Director whose name is set forth on Exhibit A hereto (the “Director”), is being entered into pursuant to the Univar Solutions Inc. 2017 Omnibus Equity Incentive Plan (as the same may be amended, modified or supplemented from time to time, the “Plan”) and is dated as of the Grant Date specified on Exhibit A hereto (the “Grant Date”). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
SECOND AMENDED AND RESTATED ABL GUARANTEE AND COLLATERAL AGREEMENT made by UNIVAR SOLUTIONS INC. and certain of its Domestic Subsidiaries, in favor of BANK OF AMERICA, N.A. as Collateral Agent Dated as of July 28, 2015, as Amended and Restated on...Guarantee and Collateral Agreement • February 22nd, 2023 • Univar Solutions Inc. • Wholesale-chemicals & allied products • New York
SECOND AMENDED AND RESTATED ABL GUARANTEE AND COLLATERAL AGREEMENT, dated as of July 28, 2015, as amended and restated as of February 28, 2019 and as further amended and restated as of October 27, 2022, made by UNIVAR SOLUTIONS INC., a Delaware corporation (the “U.S. Borrower”) and the Domestic Subsidiaries of the U.S. Borrower from time to time party hereto, in favor of BANK OF AMERICA, N.A., as collateral agent for the Secured Parties (as defined below) (in such capacity, and together with its successors and assigns in such capacity, the “Collateral Agent”) and U.S. administrative agent (in such capacity, and together with its successors and assigns in such capacity, the “Administrative Agent”) for the Lenders as set forth in the Credit Agreement described below.
NOTICE AND CONFIRMATION OF GRANT OF SECURITY INTEREST IN TRADEMARKSUnivar Inc. • July 30th, 2015 • Prefabricated wood bldgs & components
NOTICE AND CONFIRMATION OF GRANT OF SECURITY INTEREST IN TRADEMARKS (the “Agreement”), dated as of July 28, 2015, made by each of the Grantors signatory hereto (the “Grantors”), in favor of BANK OF AMERICA, N.A. (“BAML”), in its capacity as U.S. administrative agent for the banks and other financial institutions (collectively, the “Lenders”) from time to time parties to the Credit Agreement (as defined below) and as collateral agent (the “Collateral Agent”) for the Secured Parties (as defined in the Credit Agreement). Unless otherwise defined herein or the context otherwise requires, terms used in this Agreement, including its preamble and recitals, have the meanings provided or provided by reference in the Credit Agreement and the Guarantee and Collateral Agreement (each as defined below).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • September 18th, 2018 • Univar Inc. • Wholesale-chemicals & allied products • Delaware
This Sponsor Support Agreement (this “Agreement”), dated as of September 17, 2018, is made by and between Univar Inc., a Delaware corporation (the “Parent”), and First Pacific Advisors, LLC, a Delaware limited liability company (the “Manager”) and FPA Crescent Fund, a series of FPA Funds Trust, a trust organized in the state of Delaware, FPA Global Opportunity Fund, a series of FPA Hawkeye Fund, LLC, a Delaware series limited liability company, FPA Value Partners Fund, a series of FPA Hawkeye Fund, LLC, FPA Select Drawdown Fund, L.P., a Delaware limited partnership, FPA Select Fund, L.P., a Delaware limited partnership, FPA Select Maple Fund, L.P., a Delaware limited partnership, FPA Select Fund II, L.P., a Delaware limited partnership (collectively the “Shareholders,” each a “Shareholder” collectively with the Manager, the “Sponsor Group”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings assigned to them in the Merger Agreement (as def
Form of Employee Restricted Stock Unit AgreementForm of Employee Restricted Stock Unit Agreement • May 5th, 2017 • Univar Inc. • Wholesale-chemicals & allied products • Delaware
This Employee Restricted Stock Unit Agreement (the “Agreement”), by and between Univar Inc., a Delaware corporation (the “Company”), and the Employee whose name is set forth on Exhibit A hereto, is being entered into pursuant to the Univar Inc. 2017 Omnibus Equity Incentive Plan (the “Plan”) and is dated as of the date it is accepted and agreed to by the Employee in accordance with Section 6(q). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
AMENDMENT NO. 1 TO TERM LOAN GUARANTEE AND COLLATERAL AGREEMENTTerm Loan Guarantee and Collateral Agreement • February 25th, 2020 • Univar Solutions Inc. • Wholesale-chemicals & allied products • New York
TERM LOAN GUARANTEE AND COLLATERAL AGREEMENT, dated as of July 1, 2015, made by UNIVAR SOLUTIONS USA INC.(formerly known as Univar USA Inc.), a Washington corporation (the “U.S. Borrower”), Holdings (as defined below) and certain Domestic Subsidiaries of Holdings from time to time party hereto, in favor of BANK OF AMERICA, N.A., as collateral agent for the Secured Parties (as defined below) (in such capacity, and together with its successors and assigns in such capacity, the “Collateral Agent”) and administrative agent (in such capacity, and together with its successors and assigns in such capacity, the “Administrative Agent”) for the banks and other financial institutions (collectively, the “Lenders”; individually, a “Lender”) from time to time parties to the Credit Agreement described below.
DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • June 8th, 2015 • Univar Inc. • Prefabricated wood bldgs & components • Delaware
Indemnification Agreement (this “Agreement”), dated as of [●], 2015, between Univar Inc., a Delaware corporation (the “Company”), and [●] (“Indemnitee”).
UNIVAR INC. 15,000,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • February 3rd, 2017 • Univar Inc. • Wholesale-chemicals & allied products • New York
The holders named in Schedule I hereto (the “Selling Stockholders”) of Univar Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to Goldman, Sachs & Co. (the “Underwriter”) an aggregate of 15,000,000 shares of common stock (the “Shares”), $0.01 par value (the “Stock”) of the Company.
Director Restricted Stock AgreementDirector Restricted Stock Agreement • May 10th, 2018 • Univar Inc. • Wholesale-chemicals & allied products • Delaware
This Director Restricted Stock Agreement (the “Agreement”), by and between Univar Inc., a Delaware corporation (the “Company”), and the director whose name is set forth on Exhibit A hereto (the “Director”), is being entered into pursuant to the Univar Inc. 2017 Omnibus Equity Incentive Plan (the “Plan”) and is dated as of the date it is accepted and agreed to by the Director in accordance with Section 4(m). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
CONSULTING AGREEMENTConsulting Agreement • August 14th, 2014 • Univar Inc. • Prefabricated wood bldgs & components • New York
This CONSULTING AGREEMENT (this “Agreement”), dated as of November 30, 2010 (the “Effective Date”), is entered into by and among Univar Inc., a Delaware corporation (the “Company”), Univar USA Inc., a Washington corporation (“Opco”), and Clayton, Dubilier & Rice, LLC, a Delaware limited liability company (“Manager”).
Employee Restricted Stock AgreementEmployee Restricted Stock Agreement • May 26th, 2015 • Univar Inc. • Prefabricated wood bldgs & components • Delaware
This Employee Restricted Stock Agreement, dated as of April __, 2014, between Univar Inc., a Delaware corporation, and the employee whose name appears on the signature page hereof, is being entered into pursuant to the Univar Inc. 2011 Stock Incentive Plan. The meaning of capitalized terms may be found in Section 7.
AMENDMENT NO. 5, dated as of November 22, 2019 (this “Amendment”), to the Credit Agreement dated as of July 1, 2015, among UNIVAR SOLUTIONS USA INC., a Washington corporation (the “U.S. Borrower”), after giving effect to Section 1 hereof, UNIVAR...Credit Agreement • November 22nd, 2019 • Univar Solutions Inc. • Wholesale-chemicals & allied products • New York
CREDIT AGREEMENT, dated as of July 1, 2015 (as amended by Amendment No. 1 on January 19, 2017, Amendment No. 2 on November 28, 2017, Amendment No. 3 on February 23, 2019 and, Amendment No. 4 on February 28, 2019 and Amendment No. 5 on November 22, 2019), among UNIVAR SOLUTIONS USA INC. (formerly known as Univar USA Inc.), a Washington corporation (the “U.S. Borrower”), UNIVAR SOLUTIONS INC. (formerly known as Univar Inc.), a Delaware corporation (“Holdings”), UNIVAR NETHERLANDS HOLDING B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands, having its statutory seat (statutaire zetel) in Rotterdam, the Netherlands and its registered office at Schouwburgplein 30, 3012CL Rotterdam, the Netherlands, registered with the Chamber of Commerce (Kamer van Koophandel) under number 24128225 (the “Netherlands Borrower”), the several banks and other financial institutions from time to time party hereto (as
Form of Employee Restricted Stock Unit AgreementForm of Employee Restricted Stock Unit Agreement • May 8th, 2023 • Univar Solutions Inc. • Wholesale-chemicals & allied products • Delaware
This Employee Restricted Stock Unit Agreement (the “Agreement”), by and between Univar Solutions Inc., a Delaware corporation (the “Company”), and the Employee whose name is set forth on Exhibit A hereto (the “Employee”), is being entered into pursuant to the Univar Solutions Inc. 2020 Omnibus Incentive Plan (as the same may be amended, modified or supplemented from time to time, the “Plan”) and is dated as of the Grant Date set forth on Exhibit A hereto (the “Grant Date”). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
Director Deferred Share Unit AgreementDirector Deferred Share Unit Agreement • February 25th, 2020 • Univar Solutions Inc. • Wholesale-chemicals & allied products • Delaware
This Director Deferred Share Unit Agreement (the “Agreement”), by and between Univar Solutions Inc., a Delaware corporation (the “Company”), and the director whose name is set forth on Exhibit A hereto (the “Director”), is being entered into pursuant to the Univar Solutions Inc. 2017 Omnibus Equity Incentive Plan (as the same may be amended, modified or supplemented from time to time, the “Plan”) and is dated as of the Grant Date specified on Exhibit A hereto (the “Grant Date”). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
