amongCredit Agreement • January 15th, 1999 • Illinois Tool Works Inc • Plastics products, nec • Illinois
ILLINOIS TOOL WORKS INC. AND HARRIS TRUST AND SAVINGS BANK, as Trustee _________________ FIRST SUPPLEMENTAL INDENTURE Dated as of May 1, 1990 _________________First Supplemental Indenture • January 15th, 1999 • Illinois Tool Works Inc • Plastics products, nec • Illinois
AGREEMENT AND PLAN OF MERGER INDEXMerger Agreement • January 13th, 1999 • Illinois Tool Works Inc • Plastics products, nec • Delaware
1 EXHIBIT 1.1 ILLINOIS TOOL WORKS INC. UNDERWRITING AGREEMENT DEBT SECURITIES To the Representatives named in the attached Schedule I of the Underwriters named in the attached Schedule II Ladies and Gentlemen: 1. INTRODUCTORY. Illinois Tool Works...Underwriting Agreement • January 15th, 1999 • Illinois Tool Works Inc • Plastics products, nec • Illinois
JOINT FILING AGREEMENT ---------------------- In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D (including amendments...Joint Filing Agreement • April 19th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment
In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Shares, par value $0.01 per share, of Foilmark, Inc., and further agrees that this Joint Filing Agreement be included as an exhibit to such filings provided that, as contemplated by Section 13d-1(f)(l)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Joint Filing Agreement may be executed in any number of couterparts, all of which together shall constitute one and the same instrument.
AND THE FIRST NATIONAL BANK OF CHICAGO, AS TRUSTEE INDENTUREIndenture • January 15th, 1999 • Illinois Tool Works Inc • Plastics products, nec • Illinois
AmongMerger Agreement • April 20th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment • Delaware
1 EXHIBIT 21 DECEMBER 31, 1998Exhibit • March 30th, 1999 • Illinois Tool Works Inc • General industrial machinery & equipment
ILLINOIS TOOL WORKS INC.Underwriting Agreement • November 4th, 2016 • Illinois Tool Works Inc • General industrial machinery & equipment • New York
Introductory. Illinois Tool Works Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $1,000,000,000 aggregate principal amount of the Company’s 2.650% Notes due 2026 (the “Notes”). Citigroup Global Markets Inc. and J.P. Morgan Securities LLC have agreed herein to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes.
ILLINOIS TOOL WORKS INC.Underwriting Agreement • August 23rd, 2012 • Illinois Tool Works Inc • General industrial machinery & equipment • New York
The Notes will be issued pursuant to an indenture, dated as of November 1, 1986, as amended by a First Supplemental Indenture dated as of May 1, 1990 (the “Base Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee (the “Trustee”). Certain terms of the Notes will be established by an Officers’ Certificate pursuant to Section 2.01 of the Base Indenture (together with the Base Indenture, the “Indenture”). The Notes will be issued in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”), pursuant to a Letter of Representations, to be dated on or before the Closing Date (as defined in Section 2 below) (the “DTC Agreement”), among the Company, the Trustee and the Depositary.
PREMARK INTERNATIONALProxy Agreement • October 12th, 1999 • Illinois Tool Works Inc • General industrial machinery & equipment
1 EXHIBIT 1 ILLINOIS TOOL WORKS INC. UNDERWRITING AGREEMENTUnderwriting Agreement • March 3rd, 1999 • Illinois Tool Works Inc • General industrial machinery & equipment • Illinois
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 27th, 2009 • Illinois Tool Works Inc • General industrial machinery & equipment • New York
This REGISTRATION RIGHTS AGREEMENT dated March 26, 2009 (this “Agreement”) is entered into by and among Illinois Tool Works Inc. (the “Company”), and HSBC Securities (USA) Inc. and Banc of America Securities LLC (the “Initial Purchasers”).
OFOffer to Purchase • April 20th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment
April 10, 2001 Overseas Private Investor Partners c/o Overseas Private Investors, Ltd. Clarendon House, Church Street Hamilton 5-31, Bermuda To Whom It May Concern: This letter is to confirm the agreement between Illinois Tool Works Inc., a Delaware...Agreement and Plan of Merger • April 19th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment
April 10, 2001 Martin Olsen 3299 Old Barn Road East Ponte Vedra Beach, FL 32082 Dear Mr. Olsen: This letter is to confirm our agreement regarding all of the 431,100 shares, $.01 par value, ("COMMON STOCK") of Foilmark, Inc., a Delaware corporation...Shareholder Agreement • April 20th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment
AGREEMENT AND PLAN OF MERGER among ILLINOIS TOOL WORKS INC. ITW LEAP CORP. and CLICK COMMERCE, INC. Dated as of September 5, 2006Merger Agreement • September 7th, 2006 • Illinois Tool Works Inc • General industrial machinery & equipment • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of September 5, 2006 (the “Agreement”), among ILLINOIS TOOL WORKS INC., a Delaware corporation (“Parent”), ITW LEAP CORP., a Delaware corporation (“Sub”) and a wholly owned subsidiary of Parent, and CLICK COMMERCE, INC., a Delaware corporation (the “Company”).
EXHIBIT 10.2 EXECUTIVE NONCOMPETITION AGREEMENT THIS AGREEMENT (the "Agreement"), made and entered into this 11th day of November 1999, by and between James M. Ringler (the "Executive") and Illinois Tool Works Inc. ("ITW") having its principal offices...Executive Noncompetition Agreement • November 16th, 1999 • Illinois Tool Works Inc • General industrial machinery & equipment • Illinois
April 10, 2001 Frank J. Olsen, Jr. c/o Foilmark, Inc. 5 Malcolm Hoyt Drive Newburyport, MA 01950 Dear Mr. Olsen: This letter is to confirm our agreement regarding all of the 205,739 shares, $.01 par value, ("Common Stock") of Foilmark, Inc., a...Shareholder Agreement • April 19th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment • Delaware
April 10, 2001 Edward Sullivan c/o Foilmark, Inc. 5 Malcolm Hoyt Drive Newburyport, MA 01950 Dear Mr. Sullivan: This letter is to confirm our agreement regarding all of the 153,847 shares, $.01 par value, ("Common Stock") of Foilmark, Inc., a Delaware...Shareholder Agreement • April 19th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment • Delaware
This letter is to confirm our agreement regarding all of the 153,847 shares, $.01 par value, ("Common Stock") of Foilmark, Inc., a Delaware corporation (the "Company"), beneficially owned (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended) by you and any other shares of Common Stock as to which you may hereafter acquire beneficial ownership (the "Shares"). In order to induce Illinois Tool Works Inc., a Delaware corporation ("Buyer") to enter into an Agreement and Plan of Merger to be dated as of the date hereof between the Company and Buyer (the "Merger Agreement"), you hereby agree as follows (capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Merger Agreement):
EXECUTION COPY WAIVER AND TERMINATION OF VOTING AGREEMENT This WAIVER AND TERMINATION OF VOTING AGREEMENT (the "AGREEMENT") is made and entered into as of April 10th, 2001, by and among Foilmark, Inc., a Delaware corporation (the "COMPANY") and the...Waiver and Termination of Voting Agreement • April 20th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment • Delaware
April 10, 2001 Carol Robie c/o Foilmark, Inc. 5 Malcolm Hoyt Drive Newburyport, MA 01950 Dear Ms. Robie: This letter is to confirm our agreement regarding all of the 196,780 shares, $.01 par value, ("Common Stock") of Foilmark, Inc., a Delaware...Shareholder Agreement • April 19th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment • Delaware
April 10, 2001 Gloria Olsen 3299 Old Barn Road East Ponte Vedra Beach, FL 32082 Dear Ms. Olsen: This letter is to confirm our agreement regarding all of the 11,000 shares, $.01 par value, ("Common Stock") of Foilmark, Inc., a Delaware corporation (the...Shareholder Agreement • April 19th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment
This letter is to confirm our agreement regarding all of the 11,000 shares, $.01 par value, ("Common Stock") of Foilmark, Inc., a Delaware corporation (the "Company"), beneficially owned (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended) by you and any other shares of Common Stock as to which you may hereafter acquire beneficial ownership (the "Shares"). In order to induce Illinois Tool Works Inc., a Delaware corporation ("Buyer") to enter into an Agreement and Plan of Merger to be dated as of the date hereof between the Company and Buyer (the "Merger Agreement"), you hereby agree as follows (capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Merger Agreement):
September 5, 2006Shareholder Agreement • September 7th, 2006 • Illinois Tool Works Inc • General industrial machinery & equipment • Delaware
This letter (the “Agreement”) is to confirm our agreement regarding all of the shares, $.001 par value per share, (“Common Stock”) of Click Commerce, Inc., a Delaware corporation (the “Company”), beneficially owned (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended) by you as of the date hereof and any other shares of Common Stock as to which you may hereafter acquire beneficial ownership (the “Shares”). In order to induce Illinois Tool Works Inc., a Delaware corporation (“Parent”), to enter into an Agreement and Plan of Merger, dated as of the date hereof (the “Merger Agreement”), among the Company, Parent and ITW Leap Corp., a Delaware corporation and wholly owned subsidiary of Parent (“Sub”), you hereby agree as follows (capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Merger Agreement):
April 10, 2001 Overseas Private Investor Partners c/o Overseas Private Investors, Ltd. Clarendon House, Church Street Hamilton 5-31, Bermuda To Whom It May Concern: This letter is to confirm the agreement between Illinois Tool Works Inc., a Delaware...Shareholder Agreement • April 20th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment
This letter is to confirm the agreement between Illinois Tool Works Inc., a Delaware corporation ("BUYER") and Overseas Private Investor Partners ("YOU") regarding all of the 835,925 shares, $.01 par value, ("COMMON STOCK") of Foilmark, Inc., a Delaware corporation (the "COMPANY"), beneficially owned (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended) by you and any other shares of Common Stock as to which you may hereafter acquire beneficial ownership (the "SHARES"). In order to induce Buyer to enter into an Agreement and Plan of Merger to be dated as of the date hereof between the Company and Buyer (the "MERGER AGREEMENT"), you hereby agree as follows (capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Merger Agreement):
INVESTMENT AGREEMENT BY AND AMONG CD&R WIMBLEDON HOLDINGS III, L.P., ILLINOIS TOOL WORKS INC., ITW DS INVESTMENTS INC. AND WILSONART INTERNATIONAL HOLDINGS LLC DATED AS OF AUGUST 15, 2012Investment Agreement • August 17th, 2012 • Illinois Tool Works Inc • General industrial machinery & equipment • New York
This INVESTMENT AGREEMENT (this “Agreement”) is made and entered into this 15th day of August, 2012, by and among CD&R Wimbledon Holdings III, L.P., a Cayman Islands limited partnership (“Investor”), Illinois Tool Works Inc., a Delaware corporation (“ITW”), ITW DS Investments Inc., a Delaware corporation and indirect wholly-owned subsidiary of ITW (“ITW Subsidiary”), and Wilsonart International Holdings LLC, a Delaware limited liability company and wholly-owned subsidiary of ITW Subsidiary (the “Company”).
Re: Severance AgreementSeverance Agreement • August 9th, 2013 • Illinois Tool Works Inc • General industrial machinery & equipment • Illinois
To provide you with a greater sense of security, Illinois Tool Works Inc. ("ITW" or the "Company) is offering you this Severance Agreement in the event the Industrial Packaging Segment (the "Business") separates from the rest of ITW (any such separation from ITW is referred to in this Severance Agreement as the "Transaction") and if you are terminated within twenty-four (24) months after the close date of the Transaction (including continued employment with its successor in interest in the Business, if any), subject to the terms and conditions described below. Any severance benefits contained herein are contingent upon the execution of a signed release on behalf of the Employee in a form as determined by the Company.
STOCK PURCHASE AGREEMENT by and among ILLINOIS TOOL WORKS INC., ITW IPG INVESTMENTS LLC, ITW ALPHA S.À R.L., ITW PARTICIPATIONS S.À R.L., ITW LLC & CO. KG, ITW SIGNODE HOLDING GMBH, and VAULT BERMUDA HOLDING CO. LTD. Dated as of February 6, 2014Stock Purchase Agreement • February 12th, 2014 • Illinois Tool Works Inc • General industrial machinery & equipment • Delaware
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of February 6, 2014, is made and entered into by and among ILLINOIS TOOL WORKS INC., a Delaware corporation (“Parent”), ITW IPG INVESTMENTS LLC, a Delaware limited liability company (“IPG Investments”), ITW ALPHA S.À R.L., a limited liability company organized under the laws of the Grand-Duchy of Luxembourg (“Alpha”), ITW PARTICIPATIONS S.À R.L., a limited liability company organized under the laws of the Grand-Duchy of Luxembourg (“Participations”, and together with IPG Investments and Alpha, each an “IPG Equity Seller” and collectively, the “IPG Equity Sellers”), ITW LLC & CO. KG, a limited partnership organized under the laws of Germany (“ITW KG”), ITW SIGNODE HOLDING GMBH, a limited liability company organized under the laws of Germany (“ITW GMBH”, and together with ITW KG, each a “German Equity Seller” and collectively, the “German Equity Sellers”, and together with the IPG Equity Sellers, each a “Seller” and collectively
ILLINOIS TOOL WORKS INC. AND HARRIS TRUST AND SAVINGS BANK, AS TRUSTEE FIRST SUPPLEMENTAL INDENTURE Dated as of May 1, 1990 Amending Indenture dated as of November 1, 1986First Supplemental Indenture • August 7th, 2020 • Illinois Tool Works Inc • General industrial machinery & equipment • Illinois
FIRST SUPPLEMENTAL INDENTURE, dated as of the 1st day of May, 1990, between Illinois Tool Works Inc., a corporation incorporated under the laws of Delaware (the “Company”), and Harris Trust and Savings Bank, an Illinois banking corporation (“Harris” or the “Trustee”).
Illinois Tool Works Inc. 3600 West Lake Avenue Glenview, IL 60025Stock Purchase Agreement • April 19th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment
This letter is to confirm the agreement between Illinois Tool Works Inc., a Delaware corporation ("Buyer") and the Estate of Frank J. Olsen, Sr. ("you") regarding all of the 222,724 shares, $.01 par value, ("Common Stock") of Foilmark, Inc., a Delaware corporation (the "Company"), beneficially owned (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended) by you and any other shares of Common Stock as to which you may hereafter acquire beneficial ownership (the "Shares"). In order to induce Buyer to enter into an Agreement and Plan of Merger to be dated as of the date hereof between the Company and Buyer (the "Merger Agreement"), you hereby agree as follows (capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Merger Agreement):
VIA OVERNIGHT March 1, 2013 Illinois Tool Works Inc. Corporate Headquarters Glenview, IL 60026-1215 Gentlemen:Letter Agreement • March 6th, 2013 • Illinois Tool Works Inc • General industrial machinery & equipment
This letter constitutes the agreement to amend (the “Amendment”) that certain letter agreement between Illinois Tool Works Inc., a Delaware corporation (the “Company”), on the one hand, and Relational Investors LLC (“Investor”) and each of the individuals and entities set forth on the signature pages thereto (the “Investor Affiliates,” and together with the Investor, the Investor Affiliates, and the Affiliates and Associates of each of the foregoing, the “Investor Group”), dated January 12, 2012. The Company and Investor Group desire to extend for a period of one-year the Agreement, and hereby agree:
April 10, 2001 Bradford Venture Partners, L.P. c/o Bradford Associates 44 Nassau Street Princeton, NJ 08542 To Whom It May Concern: This letter is to confirm the agreement between Illinois Tool Works Inc., a Delaware corporation ("Buyer") and Bradford...Merger Agreement • April 19th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment
April 10, 2001 Bradford Venture Partners, L.P. c/o Bradford Associates 44 Nassau Street Princeton, NJ 08542 To Whom It May Concern: This letter is to confirm the agreement between Illinois Tool Works Inc., a Delaware corporation ("BUYER") and Bradford...Merger Agreement • April 20th, 2001 • Illinois Tool Works Inc • General industrial machinery & equipment
This letter is to confirm the agreement between Illinois Tool Works Inc., a Delaware corporation ("BUYER") and Bradford Venture Partners, L.P. ("YOU") regarding all of the 835,925 shares, $.01 par value, ("COMMON STOCK") of Foilmark, Inc., a Delaware corporation (the "COMPANY"), beneficially owned (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended) by you and any other shares of Common Stock as to which you may hereafter acquire beneficial ownership (the "SHARES"). In order to induce Buyer to enter into an Agreement and Plan of Merger to be dated as of the date hereof between the Company and Buyer (the "MERGER AGREEMENT"), you hereby agree as follows (capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Merger Agreement):
PERCENT COMPANY RELATIONSHIP OWNERSHIP ------- ------------ --------- ITW International Finance S.A.S. -- France(6)............... Subsidiary 100% ITW International Holdings Inc. -- Delaware(39)............. Subsidiary 100% ITW Investments, Inc. --...Exhibit • March 31st, 1998 • Illinois Tool Works Inc • Plastics products, nec
FIVE YEAR CREDIT AGREEMENT dated as of May 9, 2016 among ILLINOIS TOOL WORKS INC., THE LENDERS, JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent, and CITIBANK, N.A., as Syndication Agent JPMORGAN CHASE BANK, NATIONAL ASSOCIATION and...Credit Agreement • May 12th, 2016 • Illinois Tool Works Inc • General industrial machinery & equipment
This Five Year Credit Agreement, dated as of May 9, 2016, is among Illinois Tool Works Inc., any Borrowing Subsidiaries which may become a party hereto from time to time, the Lenders, JPMorgan Chase Bank, National Association, a national banking association having its principal office in New York, New York, as Administrative Agent, and Citibank, N.A., as Syndication Agent.
