ARCONIC CORPORATION, as Issuer THE GUARANTORS FROM TIME TO TIME PARTY HERETO, as Guarantors U.S. BANK NATIONAL ASSOCIATION, as Trustee U.S. BANK NATIONAL ASSOCIATION, as Notes Collateral Agent AND U.S. BANK NATIONAL ASSOCIATION, as Registrar, Paying...Indenture • May 13th, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • New York
This INDENTURE, dated as of May 13, 2020 (this “Indenture”), is by and among Arconic Corporation, a Delaware corporation (the “Issuer”), the Guarantors from time to time party hereto, U.S. Bank National Association, as trustee (the “Trustee”) and U.S. Bank National Association, as collateral agent (the “Notes Collateral Agent”), registrar (“Registrar”), paying agent (“Paying Agent”) and authenticating agent (“Authenticating Agent”).
CREDIT AGREEMENT dated as of March 25, 2020 among ARCONIC ROLLED PRODUCTS CORPORATION (to be known as ARCONIC CORPORATION), as Borrower, the Designated Borrowers from Time to Time Party Hereto, The Lenders and Issuing Banks Party Hereto, and JPMORGAN...Credit Agreement • March 26th, 2020 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals • New York
CREDIT AGREEMENT dated as of March 25, 2020 (this “Agreement”), among ARCONIC ROLLED PRODUCTS CORPORATION (to be known as ARCONIC CORPORATION), a Delaware corporation (the “Borrower”), the DESIGNATED BORROWERS party hereto from time to time, the LENDERS and ISSUING BANKS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals • Delaware
This Indemnification Agreement (“Agreement”) is made as of ______________, 20__ by and between Arconic Corporation, a Delaware corporation (the “Company”), and ______________ (“Indemnitee”). Except as provided herein, this Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
CREDIT AGREEMENT dated as of May 13, 2020 among ARCONIC CORPORATION, as Borrower, the Designated Borrowers from Time to Time Party Hereto, The Lenders and Issuing Banks Party Hereto, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent DEUTSCHE...Credit Agreement • May 13th, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • New York
CREDIT AGREEMENT dated as of May 13, 2020 (this “Agreement”), among ARCONIC CORPORATION, a Delaware corporation (the “Borrower”), the DESIGNATED BORROWERS party hereto from time to time, the LENDERS and ISSUING BANKS party hereto, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent.
ARCONIC CORPORATION RESTRICTED SHARE UNIT AWARD AGREEMENT Grant Date: _________, 20__Restricted Share Unit Award Agreement • February 21st, 2023 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • Delaware
The terms and conditions of this Global Restricted Share Unit Award Agreement, including Appendices A and B attached hereto, (the “Award Agreement”) are authorized by the Compensation and Benefits Committee of the Board. The Restricted Share Unit award is granted to the Participant under the Arconic Corporation 2020 Stock Incentive Plan, as amended and restated and as may be further amended from time to time (the “Plan”). Terms that are defined in the Plan have the same meanings in the Award Agreement.
ARCONIC CORPORATION SPECIAL RETENTION AWARD AGREEMENT Grant Date: _________, 20___Special Retention Award Agreement • February 21st, 2023 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • Delaware
The terms and conditions of this Global Special Retention Award Agreement, including Appendices A and B attached hereto, (the “Award Agreement”) are authorized by the Compensation and Benefits Committee of the Board. The special retention award (“Special Retention Award”) is granted to the Participant under the Arconic Corporation 2020 Stock Incentive Plan, as amended and restated and as may be further amended from time to time (the “Plan”).
Agreement and plan of mergerMerger Agreement • May 4th, 2023 • Arconic Corp • Rolling drawing & extruding of nonferrous metals
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of May 4, 2023, is by and among Arconic Corporation, a Delaware corporation (the “Company”), Arsenal AIC Parent LLC, a Delaware limited liability company (“Parent”), and Arsenal AIC MergeCo Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”).
FORM OF PATENT, KNOW-HOW, AND TRADE SECRET LICENSE AGREEMENT – HOWMET AEROSPACE INC. TO ARCONIC CORP.Patent, Know-How, and Trade Secret License Agreement • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals • Delaware
This Patent, Know-How, and Trade Secret License Agreement (the “Agreement”) is made and entered into as of this [ ] day of [ ], 2020 (the “Effective Date”), by and between ARCONIC INC., a corporation organized under the laws of Delaware (“Licensor”) and ARCONIC ROLLED PRODUCTS CORP., a corporation organized under the laws of Delaware (“Licensee”).
EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN ARCONIC INC. AND ARCONIC ROLLED PRODUCTS CORPORATION DATED AS OF MARCH 31, 2020Employee Matters Agreement • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals
This EMPLOYEE MATTERS AGREEMENT, dated as of March 31, 2020 (this “Agreement”), is by and between Arconic Inc., a Delaware corporation (“Parent”), and Arconic Rolled Products Corporation, a Delaware corporation (“Spinco”).
LEASE AND PROPERTY MANAGEMENT AGREEMENTLease and Property Management Agreement • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • New York
THIS LEASE AND PROPERTY MANAGEMENT AGREEMENT (this “Lease”) dated this 31st day of March 2020 and effective as of 12:01 a.m. on April 1, 2020 (“Effective Date”), by and between ARCONIC INC., a Delaware corporation with offices at 201 Isabella Street, Pittsburgh, PA 15212 ("Lessor"), and ARCONIC MASSENA LLC, a Delaware limited liability company with offices at 201 Isabella Street, Pittsburgh, PA 15212 (“Lessee”).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • Delaware
THIS TRADEMARK LICENSE AGREEMENT (this “Agreement”), made and entered into as of the 31st day of March, 2020 and effective as of 12:01 a.m. on April 1, 2020 (the “Effective Date”), by and between ARCONIC ROLLED PRODUCTS CORP. a corporation organized under the laws of Delaware (“Licensor”) and ARCONIC INC., a corporation organized under the laws of Delaware (“Licensee”).
FORM OF TRADEMARK LICENSE AGREEMENTTrademark License Agreement • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals • Delaware
THIS TRADEMARK LICENSE AGREEMENT (this “Agreement”), made and entered into as of the [ ] day of [ ], 2020 (the “Effective Date”), by and between ARCONIC INC., a corporation organized under the laws of Delaware (“Licensee”) and ARCONIC ROLLED PRODUCTS CORP., a corporation organized under the laws of Delaware (“Licensor”).
Third Supplemental Tax and Project Certificate and Agreement As of December 31, 2022 and effective as of 12:01 a.m. on January 1, 2023Third Supplemental Tax and Project Certificate and Agreement • February 21st, 2023 • Arconic Corp • Rolling drawing & extruding of nonferrous metals
The undersigned, on behalf of, respectively, Howmet Aerospace Inc., a Delaware corporation (the “Borrower”), and Arconic US LLC, a Delaware limited liability company (the “Prospective Owner”) , and, solely with respect to Section 10 hereof, Arconic Corporation, a Delaware corporation (“Arconic Corp.”), acknowledge, agree, certify and represent as set forth below in this Third Supplemental Tax and Project Certificate and Agreement (this “Third Supplement”). This Third Supplement supplements (i) the Tax Exemption Certificate and Agreement, dated August 14, 2012 (the “Original Tax Agreement”), among the Iowa Finance Authority (the “Issuer”), Arconic Inc., a Pennsylvania corporation (which was subsequently reincorporated as a Delaware corporation by means of a merger of the Pennsylvania corporation with a newly formed direct wholly owned subsidiary incorporated in Delaware) formerly known as Alcoa Inc., as original borrower (the “Original Borrower”), and U.S. Bank National Association, as
MASTER AGREEMENT FOR PRODUCT SUPPLYMaster Agreement for Product Supply • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • Delaware
This MASTER AGREEMENT FOR PRODUCT SUPPLY (this “Agreement”) is made by and between Arconic Massena LLC, Arconic Lafayette LLC and Arconic Davenport LLC, all Delaware limited liability companies (“Seller”) and Arconic Inc., a Delaware corporation on behalf of its Engineered Structures business (“Buyer”) (collectively “Parties”).
SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN ARCONIC INC. AND ARCONIC ROLLED PRODUCTS CORPORATION DATED AS OF MARCH 31, 2020Separation and Distribution Agreement • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of March 31, 2020 (this “Agreement”), is by and between Arconic Inc., a Delaware corporation (“Parent”), and Arconic Rolled Products Corporation, a Delaware corporation (“GRP&E/BCS SpinCo”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
Form of Second Supplemental Tax and Project Certificate and AgreementSecond Supplemental Tax and Project Certificate and Agreement • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals
This Second Supplement is executed and delivered in connection with the anticipated transfer of the Project from the Borrower to the Prospective Owner as part of a corporate separation plan involving certain of the Borrower’s businesses (the “Transaction”). In order to effectuate the Transaction, Borrower and GRP&E/BCS SpinCo have entered into a Separation and Distribution Agreement, dated as of [ ], 2020 (as it may be amended and in effect from time to time, the “Separation and Distribution Agreement”).
Commitment Agreement Arconic Corporation April 21, 2021 (the “Commitment Agreement Date”)Commitment Agreement • April 27th, 2021 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • Delaware
Massachusetts Mutual Life Insurance Company (“Insurer”), Arconic Corporation (“Company”), acting solely in its capacity as the sponsor of the Plan (defined below), and State Street Global Advisors Trust Company (“Independent Fiduciary”), acting solely in its capacity as the independent fiduciary of the Plan, hereby agree that Insurer shall provide a nonparticipating single premium group annuity contract (the “Contract”) supported by its general account in connection with the settlement of liabilities associated with certain benefits arising under the Arconic Corp. Pension Plan A and the Arconic Corp. Pension Plan B (collectively, the “Plan”), subject to the terms and conditions of this Commitment Agreement (this “Commitment Agreement”). Capitalized terms not defined in paragraphs 1-11 of this Commitment Agreement are defined in paragraph 12.
FORM OF TAX MATTERS AGREEMENTTax Matters Agreement • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals • Delaware
This TAX MATTERS AGREEMENT (this “Agreement”) is entered into as of [ ] by and between Arconic Inc., a Delaware corporation (“Parent”), and Arconic Rolled Products Corporation, a Delaware corporation (“GRP&E/BCS SpinCo”) (collectively, the “Companies” and each, a “Company”).
Form of Metal Supply & Tolling AgreementMetal Supply & Tolling Agreement • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals
This Metal Supply & Tolling Agreement (“Agreement”) is made by and between Arconic-Köfém Mill Products Hungary Kft, a Hungarian corporation (“Seller”) and Arconic-Köfém Kft, a Hungarian corporation (“Buyer”). Seller and Buyer can be referred to as a “Party” individually or “Parties” collectively.
ContractMetal Supply & Tolling Agreement • March 30th, 2020 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals
Metal Supply & Tolling Agreement Fémszállítási és Nyersanyag Feldolgozási Megállapodás This Metal Supply & Tolling Agreement (“Agreement”) is made by and between Arconic-Köfém Mill Products Hungary Kft, a Hungarian corporation (“Seller”) and Arconic-Köfém Kft, a Hungarian corporation (“Buyer”). Seller and Buyer can be referred to as a “Party” individually or “Parties” collectively. A jelen Fémszállítási és bérmunka-megállapodás („Megállapodás”) az Arconic-Köfém Mill Products Hungary Kft. magyar társaság („Eladó”) és az Arconic-Köfém Kft. magyar társaság („Vevő”) között jött létre. A Megállapodásban az Eladó és a Vevő külön-külön „Fél”, együttesen „Felek” megjelöléssel is szerepel. WHEREAS, the Parties desire for Seller to consign and sell homogenized aluminum forging stock billet, cut to specification, to Buyer; MIVEL a Felek szándéka, hogy az Eladó specifikáció szerint darabolt, homogenizált alumíniumból készült kovácsolt nyersdarabokat szállítson és értékesítsen a Vevő részére; WH
ContractService Level Agreement • March 30th, 2020 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals
Service Level AgreementEnergy, Steam & Water By and between Arconic-Köfém Kft. 1-15 Verseci u., SzekesfehervarRegistration No. 07-09-001598Bank Account No. 10800007-12876019 Citibank Hungary ZRtTaxation No. 10584215-2-44 Hereinafter Service Provider Szolgáltatási Szintre Vonatkozó MegállapodásEnergia, gőz és víz Egyrészről Arconic-Köfém Kft. Székesfehérvár, Verseci u. 1–15.Cégjegyzékszám: 07-09-001598Bankszámlaszám: 10800007-12876019 Citibank Hungary Zrt.Adószám: 10584215-2-44 A továbbiakban: Szolgáltató and Arconic-Köfém Mill Products Hungary Kft. Hereinafter Consumer With the terms and conditions below. másrészről a Arconic-Köfém Mill Products Hungary Kft. a továbbiakban: Fogyasztó között, az alábbi szerződési feltételekkel. I. GENERAL PROVISIONSA. Consumer agrees to purchase the Services set forth in this Agreement from Service Provider and Service Provider agrees to provide these Services to Consumer. Consumer agrees to pay for the Services based upon the terms of this Agreement
Amendment No .1 PATENT, KNOW-HOW, AND TRADE SECRET LICENSE AGREEMENT – HOWMET AEROSPACE INC. TO ARCONIC CORP.Patent, Know-How, and Trade Secret License Agreement • February 22nd, 2022 • Arconic Corp • Rolling drawing & extruding of nonferrous metals
This Amendment No. 1 (“Amendment-1”) is entered effective as of August 25, 2020 and amends that Patent, Know-How, and Trade Secret License Agreement (the “Agreement”) made and entered into as of the 31st day of March, 2020 and effective as of 12:01 a.m. on April 1, 2020, by and between ARCONIC INC., a corporation then organized under the laws of Delaware (“Licensor”) and ARCONIC ROLLED PRODUCTS CORP., a corporation then organized under the laws of Delaware (“Licensee”). Unless defined in this Amendment-1, all capitalized terms used herein shall have the same meanings as set forth in the Agreement.
FORM OF MASTER AGREEMENT FOR PRODUCT SUPPLYMaster Agreement for Product Supply • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals • Delaware
This MASTER AGREEMENT FOR PRODUCT SUPPLY (this “Agreement”) is made as of [ ], by and between Arconic Massena LLC, Arconic Lafayette LLC and Arconic Davenport LLC, all Delaware limited liability companies (“Seller”) and Arconic Inc., a Delaware corporation on behalf of its Engineered Structures business (“Buyer”) (collectively “Parties”).
FORM OF SERVICE LEVEL AGREEMENT CENTRAL ENGINEERING AND MAINTENANCEService Level Agreement • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals
This Service Level Agreement (“Agreement”) is by and between Arconic-Köfém Kft (“Service Provider”), and Arconic-Köfém Mill Products Hungary Kft as buyer (“Buyer”) on [ ], 2020 (“Effective Date”) based upon the terms and conditions below.
November 17, 2021Separation Agreement • November 18th, 2021 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • Delaware
This letter of agreement and general release (“Agreement”) confirms our mutual agreement regarding the terms and conditions of your separation from employment with Arconic Corporation and each of its parents, subsidiaries and affiliates (“Arconic” or the “Company”). You and the Company agree as follows:
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • March 3rd, 2021 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • New York
Second Supplemental Indenture (this “Supplemental Indenture”), dated as of March 3, 2021 (the “Issue Date”), among Arconic Corporation, a Delaware corporation (the “Issuer”), the Guarantors party hereto (the “Guarantors”), U.S. Bank National Association, as trustee (the “Trustee”) and U.S. Bank National Association, as second priority collateral agent (the “Second Priority Collateral Agent”).
FORM OF Land Use Right AGREEMENTLand Use Right Agreement • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals
(Mill Products and Arconic are hereinafter individually referred to as a "Party" and collectively referred to as the "Parties").
ContractService Level Agreement • March 30th, 2020 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals
SERVICE LEVEL AGREEMENT CENTRAL ENGINEERING AND MAINTENANCE SZOLGÁLTATÁSI SZINTRE VONATKOZÓ MEGÁLLAPODÁS KÖZPONTI MÉRNÖKI ÉS KARBANTARTÁSI SZOLGÁLTATÁSOK NYÚJTÁSÁRÓL This Service Level Agreement (“Agreement”) is by and between Arconic-Köfém Kft. (8000. Székesfehérvár, Verseci u. 1-15.) (“Service Provider”), and Arconic-Köfém Mill Products Hungary Kft. (8000. Székesfehérvár, Verseci u. 1-15.) as buyer (“Buyer”) on 1 January 2020. (“Effective Date”) based upon the terms and conditions below. A jelen Szolgáltatási szintre vonatkozó megállapodás (a továbbiakban „Megállapodás”) a(z) Arconic-Köfém Kft. (8000. Székesfehérvár, Verseci u. 1-15.) (a továbbiakban „Szolgáltató”) és a(z) Arconic-Köfém Mill Products Hungary Kft. (8000. Székesfehérvár, Verseci u. 1-15.) (a továbbiakban „Megrendelő”) között jött létre 2020. január 1. napján (a továbbiakban „a Hatálybalépés Napja”), az alábbiakban rögzített feltételekkel. Hereinafter Service Provider and Buyer shall be referred to jointly as "Contra
FIRST AMENDMENT TO EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • April 10th, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals
This First Amendment to the Employee Matters Agreement (this “Amendment”) is entered into as of April 9, 2020, by and between Howmet Aerospace Inc. (formerly Arconic, Inc.), (“Howmet”) and Arconic Corporation (formerly Arconic Rolled Products Corporation) (“Arconic”).
FORM OF Land Use Right AGREEMENTLand Use Right Agreement • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals
(Arconic and Mill Producst are hereinafter individually referred to as a "Party" and collectively referred to as the "Parties").
Form of Service Level Agreement Energy, Steam & WaterService Level Agreement • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals
By and between Arconic-Köfém Kft1-15 Verseci u., Szekesfehervar Registration No. 07-09-001598 Bank Account No. 10800007-12876019 Citibank Hungary ZRt Taxation No. 10584215-2-44 Hereinafter Service Provider
SUPPLEMENTAL INDENTURESupplemental Indenture • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of March 30, 2020, among each undersigned subsidiary of the Issuer (as defined below) (the “Guaranteeing Party”), U.S. Bank National Association, as trustee (the “Trustee”) and U.S. Bank National Association, as second priority collateral agent (“Second Priority Collateral Agent”), authenticating agent (“Authenticating Agent”), registrar (“Registrar”) and paying agent (“Paying Agent”).
FORM OF use AGREEMENTUse Agreement • December 17th, 2019 • Arconic Rolled Products Corp • Rolling drawing & extruding of nonferrous metals
(Arconic and Mill Products hereinafter individually referred to as a "Party" or a "Co-Owner", collectively as the "Parties" or the "Co-Owners").
