AGREEMENT AND PLAN OF MERGER AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as of February 22, 1996, between SPARTECH CORPORATION, a Delaware corporation (the "Purchaser"), SPARTECH PLASTICS, INC., a Delaware corporation formed as a...Merger Agreement • March 1st, 1996 • Spartech Corp • Miscellaneous plastics products • Missouri
EXHIBIT 1.1 FORM OF UNDERWRITING AGREEMENT FOR OFFERING OF COMMON STOCK BY THE REGISTRANT SPARTECH CORPORATION COMMON STOCK, PAR VALUE $.75 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 14th, 2003 • Spartech Corp • Miscellaneous plastics products • New York
RIGHTS AGREEMENT SPARTECH CORPORATIONRights Agreement • April 5th, 2001 • Spartech Corp • Miscellaneous plastics products • New York
EXHIBIT 1.1 SPARTECH CORPORATION Common Stock, par value $.75 per share UNDERWRITING AGREEMENTUnderwriting Agreement • March 12th, 2002 • Spartech Corp • Miscellaneous plastics products • New York
UNDERWRITING AGREEMENTUnderwriting Agreement • May 7th, 1999 • Spartech Corp • Miscellaneous plastics products • Illinois
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 14th, 2000 • Spartech Corp • Miscellaneous plastics products • Missouri
EXHIBIT 1.2 FORM OF UNDERWRITING AGREEMENT FOR OFFERING OF COMMON STOCK (i) BY THE SELLING STOCKHOLDER OR (ii) BY THE REGISTRANT AND THE SELLING STOCKHOLDER SPARTECH CORPORATION COMMON STOCK, PAR VALUE $.75 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 14th, 2003 • Spartech Corp • Miscellaneous plastics products • New York
TRANSITION AGREEMENT This Transition Agreement ("Agreement") is made and entered into on this 3rd day of August, 2000 ("Agreement Date") by and between David B. Mueller, an individual residing in St. Louis County, Missouri ("Mueller"), and Spartech...Transition Agreement • January 19th, 2001 • Spartech Corp • Miscellaneous plastics products • Missouri
EXHIBIT 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT OF BRADLEY B. BUECHLER AGREEMENT effective November 1, 2002, by and between SPARTECH CORPORATION, a Delaware corporation ("Employer"), and BRADLEY B. BUECHLER ("Employee"). WHEREAS, Employee...Employment Agreement • January 17th, 2003 • Spartech Corp • Miscellaneous plastics products • Missouri
ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE SELLERSStock Purchase Agreement • April 14th, 1998 • Spartech Corp • Miscellaneous plastics products • Pennsylvania
BETWEENAsset Purchase Agreement • September 3rd, 1997 • Spartech Corp • Miscellaneous plastics products • Missouri
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 2, 2006 among SPARTECH CORPORATION, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer, THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., CHICAGO BRANCH, KEYBANK, NATIONAL...Credit Agreement • August 6th, 2008 • Spartech Corp • Miscellaneous plastics products • Texas
This FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 2, 2006, among SPARTECH CORPORATION, a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.
EMPLOYMENT AGREEMENT AGREEMENT entered into this 30th day of April, 1999 by and between Jeffrey D. Fisher (the "Employee") and Spartech Corporation, a Delaware corporation (the "Employer"). WITNESSETH: WHEREAS, Employer desires to employ Employee, and...Employment Agreement • August 31st, 1999 • Spartech Corp • Miscellaneous plastics products • Missouri
SPARTECH CORPORATION 5.78% Senior Notes due 2011 NOTE PURCHASE AGREEMENT Dated as of June 5, 2006Note Purchase Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • New York
SPARTECH CORPORATION, a Delaware corporation (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:
AMENDED RESTRICTED STOCK OPTION AGREEMENT THIS AMENDED RESTRICTED STOCK OPTION AGREEMENT is made as of this 18th day of February, 1997, by and between SPARTECH CORPORATION, a Delaware Corporation ("SPARTECH") and Lawrence M. Powers (the "Optionee")....Restricted Stock Option Agreement • April 4th, 1997 • Spartech Corp • Miscellaneous plastics products
3- (b) Employee agrees that for one year after any termination of his employment with Employer he will not, directly or indirectly, induce or attempt to induce any of the employees of Employer to leave the employment of Employer, or employ any such...Employment Agreement • January 16th, 2004 • Spartech Corp • Miscellaneous plastics products • Missouri
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is entered into effective July 1, 2004 by and between Spartech Corporation, a Delaware corporation ("Employer"), and William F. Phillips ("Employee"). WHEREAS, Employer desires to continue...Employment Agreement • January 13th, 2005 • Spartech Corp • Miscellaneous plastics products • Missouri
EMPLOYMENT AGREEMENT AGREEMENT entered into this 1st day of January 2000 by and between Randy C. Martin (the "Employee") and Spartech Corporation, a Delaware corporation (the "Employer"). WITNESSETH: WHEREAS, Employer desires to employ Employee, and...Employment Agreement • January 13th, 2000 • Spartech Corp • Miscellaneous plastics products • Missouri
SPARTECH CORPORATION 6.82% Senior Notes due 2011 AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (Initially Dated as of June 5, 2006) Dated as of September 10, 2008Note Purchase Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • New York
SPARTECH CORPORATION, a Delaware corporation (the “Company”), agrees with each Noteholder as set forth below. Certain capitalized terms used in this Agreement are defined in Schedule B; references to a “Schedule” or an “Exhibit” are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement; references to Sections are, unless otherwise specified, to Sections of this Agreement.
EMPLOYMENT AGREEMENT AGREEMENT entered into this 31st day of March, 1997 by and between Randy C. Martin (the "Employee") and Spartech Corporation, a Delaware corporation (the "Employer"). WITNESSETH: WHEREAS, Employer desires to employ Employee, and...Employment Agreement • September 2nd, 1997 • Spartech Corp • Miscellaneous plastics products • Missouri
EMPLOYMENT AGREEMENT AGREEMENT entered into this 1st day of February, 1997 by and between David G. Pocost (the "Employee") and Spartech Corporation, a Delaware corporation (the "Employer"). WITNESSETH: WHEREAS, Employer desires to employ Employee, and...Employment Agreement • September 2nd, 1997 • Spartech Corp • Miscellaneous plastics products • Missouri
SECURITY AGREEMENTSecurity Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • Texas
THIS SECURITY AGREEMENT (this agreement, together with all amendments and restatements and all Joinders, the “Agreement”) is made as of September 10, 2008, by each of the signatories hereto and each other Person which may from time to time become a party to this Agreement pursuant to Section 11.17 hereof (each individually, a “Debtor” and, collectively, the “Debtors”) in favor of BANK OF AMERICA, N.A. (“Bank of America”), as Collateral Agent for the Secured Parties (hereinafter defined) (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
SPARTECH POLYCOM , INC. 401(k) PROFIT SHARING PLAN AND TRUST AGREEMENT TABLE OF CONTENTS 1. Effective Date. . . . . . . . . . . . . . . . . . . . . . 2 2. Designation of Trust. . . . . . . . . . . . . . . . . . . 3 3. Definitions . . . . . . . . . . ....401(k) Profit Sharing Plan and Trust Agreement • February 22nd, 2000 • Spartech Corp • Miscellaneous plastics products • Pennsylvania
EXHIBIT ASeverance and Non-Competition Agreement • March 9th, 2006 • Spartech Corp • Miscellaneous plastics products • Missouri
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • June 9th, 2010 • Spartech Corp • Miscellaneous plastics products • New York
THIS AMENDED AND RESTATED SECURITY AGREEMENT (this agreement, together with all amendments and restatements and all Joinders, the “Agreement”) is made as of June 9, 2010, by each of the signatories hereto and each other Person which may from time to time become a party to this Agreement pursuant to Section 11.17 hereof (each individually, a “Debtor” and, collectively, the “Debtors”) in favor of PNC Bank, National Association (“PNC”), as Collateral Agent for the Secured Parties (hereinafter defined) (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
SEVERANCE AND NONCOMPETITION AGREEMENTSeverance and Noncompetition Agreement • January 13th, 2011 • Spartech Corp • Miscellaneous plastics products • Missouri
THIS SEVERANCE AND NONCOMPETITION AGREEMENT (this “Agreement”) is made by and between SPARTECH CORPORATION, a Delaware corporation (together with its subsidiaries, the “Company”) and (“Employee”) effective as of the day of December, 2008.
SPARTECH CORPORATION 5.54% Senior Notes due 2016 NOTE PURCHASE AGREEMENT Dated as of September 15, 2004Note Purchase Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • New York
July 10, 2009Intercreditor and Collateral Agency Agreement • July 23rd, 2009 • Spartech Corp • Miscellaneous plastics products
This letter is given to you pursuant to Section 5.7 of the Intercreditor Agreement and evidences the consent of the undersigned Creditors for the Collateral Agent to release the Collateral Agent’s security interest in all assets of certain Subsidiaries of the Borrower and any equity interests owned by the Borrower or other Debtors in such Subsidiaries in connection with the sale of such assets and equity interests upon the sale of such assets as previously disclosed to the Creditors in the Company’s Second Quarter 2009 Update to the Lenders and Noteholders dated June 15, 2009 and June 19, 2009, respectively, and in connection with proposed amendments to the Bank Credit Agreement, the Note Agreements and the Term Loan Agreement to be dated on or about the date of this letter.
EMPLOYMENT AGREEMENT AGREEMENT entered into this 30th day of June, 1998 by and between Daniel J. Yoder (the "Employee") and Spartech Corporation, a Delaware corporation (the "Employer"). WITNESSETH: WHEREAS, Employer desires to employ Employee, and...Employment Agreement • January 7th, 1999 • Spartech Corp • Miscellaneous plastics products • Missouri
THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTFourth Amended and Restated Credit Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • Texas
THIS THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Third Amendment”), dated as of September 10, 2008, is entered into among SPARTECH CORPORATION, a Delaware corporation (the “Borrower”), the lenders listed on the signature pages hereof (collectively, the “Lenders”), and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.
SPARTECH CORPORATION THIRD AMENDMENT TO AMENDED AND RESTATED NOTE PURCHASE AGREEMENTNote Purchase Agreement • January 13th, 2011 • Spartech Corp • Miscellaneous plastics products • New York
Exhibit 4.1 RESTRICTED STOCK OPTION AGREEMENT (As Modified by Employment Agreement) THIS RESTRICTED STOCK OPTION AGREEMENT is made as of this 2nd day of July, 1990, by and between SPARTECH CORPORATION, a Delaware Corporation ("SPARTECH") and David B....Restricted Stock Option Agreement • December 7th, 1999 • Spartech Corp • Miscellaneous plastics products
150,000,000 REVOLVING CREDIT FACILITY AMENDED AND RESTATED CREDIT AGREEMENT by and among SPARTECH CORPORATION and THE LENDERS PARTY HERETO PNC CAPITAL MARKETS LLC, BANK OF AMERICA MERRILL LYNCH and WELLS FARGO BANK, National Association as Joint Lead...Credit Agreement • June 9th, 2010 • Spartech Corp • Miscellaneous plastics products
THIS AMENDED AND RESTATED CREDIT AGREEMENT (as hereafter amended, the “Agreement”) is dated as of June ___, 2010, and is made by and among SPARTECH CORPORATION, a Delaware corporation (the “Borrower”), each of the GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under this Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).
10(A) AMENDED AND RESTATED EMPLOYMENT AGREEMENT OF BRADLEY B. BUECHLER AGREEMENT entered into as of the 1st day of November, 1997, by and between SPARTECH CORPORATION, a Delaware corporation ("Employer"), and BRADLEY B. BUECHLER ("Employee")....Employment Agreement • January 12th, 1998 • Spartech Corp • Miscellaneous plastics products • Missouri
FOURTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 23rd, 2009 • Spartech Corp • Miscellaneous plastics products • Texas
THIS FOURTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Fourth Amendment”), dated as of July 10, 2009, is entered into among SPARTECH CORPORATION, a Delaware corporation (the “Borrower”), the lenders listed on the signature pages hereof (collectively, the “Lenders”), and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.
