Standard Contracts
AEP INDUSTRIES INC. 2,412,818 SHARES COMMON STOCK Underwriting AgreementUnderwriting Agreement • June 22nd, 1999 • Aep Industries Inc • Unsupported plastics film & sheet • New York
Purchase AgreementPurchase Agreement • November 25th, 1997 • Aep Industries Inc • Unsupported plastics film & sheet • New York
EXHIBIT 10(F)(4) AMENDMENT NO. 3 TO CREDIT AGREEMENT AMENDMENT NO. 3 (the "AMENDMENT") dated as of April 19, 2000 to the Credit Agreement dated as of October 11, 1996, as amended by Amendment No. 1 dated as of October 24, 1997 and Amendment No. 2...Credit Agreement • June 13th, 2000 • Aep Industries Inc • Unsupported plastics film & sheet • New York
INDENTURE Dated as of November 19, 1997 Between AEP INDUSTRIES INC., and THE BANK OF NEW YORK, Trustee $200,000,000 9.875% Senior Subordinated Notes due 2007Indenture • November 25th, 1997 • Aep Industries Inc • Unsupported plastics film & sheet • New York
and Morgan Guaranty Trust Company of New York, as AgentCredit Agreement • October 23rd, 1996 • Aep Industries Inc • Unsupported plastics film & sheet • New York
REGISTRATION RIGHTS AGREEMENT Dated as of November 19, 1997 among AEP INDUSTRIES INC. and J.P. MORGAN SECURITIES INC. MORGAN STANLEY & CO. INCORPORATED and SALOMON BROTHERS INCRegistration Rights Agreement • November 25th, 1997 • Aep Industries Inc • Unsupported plastics film & sheet • New York
AMENDED AND RESTATED RIGHTS AGREEMENT AEP INDUSTRIES INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC AS RIGHTS AGENT Dated as of March 28, 2014Rights Agreement • March 28th, 2014 • Aep Industries Inc • Unsupported plastics film & sheet • Delaware
Amended and Restated Rights Agreement, dated as of March 28, 2014 (as further amended, supplemented or otherwise modified from time to time, this “Rights Agreement”), between AEP Industries Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”).
W I T N E S S E T H :Governance Agreement • October 23rd, 1996 • Aep Industries Inc • Unsupported plastics film & sheet • New York
Registration Rights Agreement Dated as of April 18, 2011 among AEP Industries Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLCRegistration Rights Agreement • April 18th, 2011 • Aep Industries Inc • Unsupported plastics film & sheet • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into this 18th day of April, 2011, among AEP Industries Inc., a Delaware corporation (the “Company”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and Wells Fargo Securities, LLC (“Wells Fargo”, and collectively with Merrill Lynch, the “Initial Purchasers”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 28th, 1997 • Aep Industries Inc • Unsupported plastics film & sheet • New Jersey
EMPLOYMENT AGREEMENT dated as of June 8, 2016, between AEP INDUSTRIES INC., a Delaware corporation (the “Company”), and DAVID J. CRON (the “Executive”).Employment Agreement • September 9th, 2016 • Aep Industries Inc • Unsupported plastics film & sheet • Delaware
This Employment Agreement, dated June 8, 2016, by and between AEP Industries Inc., a Delaware corporation having its offices at 95 Chestnut Ridge Road, Montvale, New Jersey 07645 (the “Company”), and David J. Cron (the “Executive”), presently residing at [Address] is entered into and shall be effective as of June 8, 2016 (the “Effective Date”).
BERRY PLASTICS ACQUISITION CORPORATION XV, LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • January 23rd, 2017 • Aep Industries Inc • Unsupported plastics film & sheet • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) is entered into as of 12:03 a.m. on January 2, 2014 by BERRY PLASTICS CORPORATION, a Delaware corporation, as the sole Member (the “Member”) of BERRY PLASTICS ACQUISITION CORPORATION XV, LLC (the “Company”), a limited liability company organized pursuant to the provisions of the Delaware Limited Liability Company Act, Title 6, §§ 18-101. et seq., as amended from time to time (the “Act”), and amends and restates the Limited Liability Company Agreement of the Company dated as of August 6, 2002 in its entirety as follows (the “Existing Agreement”):
EXHIBIT 1(b) AMENDMENT NO. 1 TO PURCHASE AGREEMENT AMENDMENT NO. 1 dated as of October 11, 1996, to the PURCHASE AGREEMENT (including the Exhibits and Schedules thereto), dated as of June 20, 1996 (the "AGREEMENT"), between BORDEN, INC., a New Jersey...Purchase Agreement • October 23rd, 1996 • Aep Industries Inc • Unsupported plastics film & sheet • New York
PURCHASE AGREEMENTPurchase Agreement • June 9th, 2011 • Aep Industries Inc • Unsupported plastics film & sheet • New York
SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT by and among AEP INDUSTRIES INC., as Borrower and WELLS FARGO BANK, NATIONAL ASSOCIATION, as successor by merger to Wachovia Bank, National Association, as successor by merger to Congress...Loan and Security Agreement • February 27th, 2012 • Aep Industries Inc • Unsupported plastics film & sheet • New York
This Second Amended and Restated Loan and Security Agreement (this “Agreement”) dated February 22, 2012 is entered into by and among AEP Industries Inc., a Delaware corporation (“Borrower”), the financial institutions from time to time parties hereto as lenders, whether by execution of this Agreement or an Assignment and Acceptance (each individually, a “Lender” and collectively, “Lenders”), Wells Fargo Bank, National Association, as successor by merger to Wachovia Bank, National Association, a national banking association, as successor by merger to Congress Financial Corporation, in its capacity as agent for itself and the other Secured Parties (in such capacity, “Agent”), and General Electric Capital Corporation and Bank of America, N.A., each a Co-Collateral Agent and Co-Documentation Agent (each individually, a “Co-Collateral Agent” and a “Co-Documentation Agent” and collectively, “Co-Collateral Agents” and “Co-Documentation Agents”).
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT by and among AEP INDUSTRIES INC., as Borrower and WACHOVIA BANK, NATIONAL ASSOCIATION, as successor by merger to Congress Financial Corporation, Agent as Agent GENERAL ELECTRIC CAPITAL CORPORATION BANK...Loan and Security Agreement • November 5th, 2008 • Aep Industries Inc • Unsupported plastics film & sheet • New York
This Amended and Restated Loan and Security Agreement (this “Agreement”) dated October 30, 2008 is entered into by and among AEP Industries, Inc., a Delaware corporation (“Borrower”), the financial institutions from time to time parties hereto as lenders, whether by execution of this Agreement or an Assignment and Acceptance (each individually, a “Lender” and collectively, “Lenders”), Wachovia Bank, National Association, a national banking association, as successor by merger to Congress Financial Corporation, in its capacity as agent for Lenders (in such capacity, “Agent”), and General Electric Capital Corporation and Bank of America, N.A., each a Co-Collateral Agent and Co-Documentation Agent (each individually, a “Co-Collateral Agent” and a “Co-Documentation Agent” and collectively, “Co-Collateral Agents” and “Co-Documentation Agents”).
AMENDED AND RESTATED AGREEMENT WITH STOCKHOLDERSAgreement With Stockholders • March 26th, 2015 • Aep Industries Inc • Unsupported plastics film & sheet • Delaware
This AMENDED AND RESTATED AGREEMENT WITH STOCKHOLDERS (this “Agreement”) is made and entered into as of March 23, 2015 by and among AEP Industries Inc., a Delaware corporation (the “Company”), and KSA Capital Management, LLC, a Delaware limited liability company (“KSA Capital”), Daniel D. Khoshaba, managing member of KSA Capital (“Mr. Khoshaba”), and KSA Capital Master Fund, Ltd., an exempted company incorporated and existing under the laws of the Cayman Islands (“KSA Capital Fund” and, together with KSA Capital and Mr. Khoshaba, the “KSA Group”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 5th, 2001 • Aep Industries Inc • Unsupported plastics film & sheet • New York
Third Amendment to Amended and Restated Rights AgreementRights Agreement • August 26th, 2016 • Aep Industries Inc • Unsupported plastics film & sheet • Delaware
This Third Amendment to the Amended and Restated Rights Agreement, dated as of August 24, 2016 (this “Amendment”), amends the Amended and Restated Rights Agreement, dated as of March 28, 2014, (as amended from time to time, the “Agreement”), by and between AEP Industries Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, as Rights Agent (the “Rights Agent”). All capitalized terms used but not defined in this Amendment shall have the meanings ascribed to them in the Agreement.
Second Amendment to Amended and Restated Rights AgreementRights Agreement • March 26th, 2015 • Aep Industries Inc • Unsupported plastics film & sheet
This Second Amendment to Amended and Restated Rights Agreement, dated as of March 23, 2015 (this “Amendment”), is made and entered into by and between AEP Industries Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”).
TERMINATION AND AMENDMENT AGREEMENTTermination and Amendment Agreement • August 3rd, 2006 • Aep Industries Inc • Unsupported plastics film & sheet • Delaware
This Termination and Amendment Agreement (this “Agreement”) is made and entered into as of August 2, 2006 by and among AEP Industries Inc., a Delaware corporation (the “Company”), J. Brendan Barba (“Mr. Barba”), Bradley Louis Radoff (“Mr. Radoff”) and Third Point Partners Qualified L.P., a Delaware limited partnership, Third Point Partners L.P., a Delaware limited partnership, Third Point Resources L.P. (formerly Banzai Partners L.P.), a Delaware limited partnership, Third Point Offshore Fund, Ltd., a Cayman Islands limited liability exempted company, Third Point Ultra Ltd. (formerly Points West International Investments Ltd.), a British Virgin Islands limited liability company, Third Point Resources Ltd. (formerly Banzai Offshore Fund, Ltd.), a Cayman Islands limited liability exempted company (together with Mr. Radoff, “Sellers”), and Third Point LLC, a Delaware limited liability company (“Third Point”).
AEP INDUSTRIES INC. Form of Performance Unit Award Agreement Under 2013 Omnibus Incentive PlanPerformance Unit Award Agreement • April 11th, 2013 • Aep Industries Inc • Unsupported plastics film & sheet
DATED 4 April 2008 AEP INDUSTRIES INC. as the Seller EURO-M FLEXIBLE PACKAGING S.A.Share Purchase Agreement • April 10th, 2008 • Aep Industries Inc • Unsupported plastics film & sheet
PURCHASE AGREEMENTPurchase Agreement • August 3rd, 2006 • Aep Industries Inc • Unsupported plastics film & sheet • Delaware
This Termination and Amendment Agreement (this “Agreement”) is made and entered into as of August [ ], 2006 by and among AEP Industries Inc., a Delaware corporation (the “Company”), J. Brendan Barba (“Mr. Barba”), Bradley Louis Radoff (“Mr. Radoff”) and Third Point Partners Qualified L.P., a Delaware limited partnership, Third Point Partners L.P., a Delaware limited partnership, Third Point Resources L.P. (formerly Banzai Partners L.P.), a Delaware limited partnership, Third Point Offshore Fund, Ltd., a Cayman Islands limited liability exempted company, Third Point Ultra Ltd. (formerly Points West International Investments Ltd.), a British Virgin Islands limited liability company, Third Point Resources Ltd. (formerly Banzai Offshore Fund, Ltd.), a Cayman Islands limited liability exempted company (together with Mr. Radoff, “Sellers”), and Third Point LLC, a Delaware limited liability company (“Third Point”).
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENTEmployment Agreement • January 29th, 2003 • Aep Industries Inc • Unsupported plastics film & sheet
WHEREAS, by Employment Agreement, dated as of October 11, 1996, between the Company and the Executive (the "Employment Agreement"), the Company employed Executive for a term which shall expire on October 11, 2001, and
First Amendment to Amended and Restated Rights AgreementRights Agreement • April 21st, 2014 • Aep Industries Inc • Unsupported plastics film & sheet
This First Amendment to Amended and Restated Rights Agreement, dated as of April 16, 2014 (the “Amendment”), is made and entered into by and between AEP Industries Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”), and hereby amends that certain Amended and Restated Rights Agreement, dated as of March 28, 2014 (as further amended, supplemented or otherwise modified from time to time, the “Rights Agreement”), by and between such parties.
ContractSupplemental Indenture • April 18th, 2011 • Aep Industries Inc • Unsupported plastics film & sheet • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 18, 2011, between AEP Industries Inc. (the “Issuer”) and The Bank of New York Mellon (formerly known as The Bank of New York), as Trustee (the “Trustee”). All capitalized terms not otherwise defined herein shall have the meaning assigned to them in the Indenture (as defined herein).
AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 17th, 2005 • Aep Industries Inc • Unsupported plastics film & sheet • New York
AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT (“Amendment No. 4”) dated February 3, 2005 by and among AEP Industries, Inc. (“Borrower”), the parties from time to time to the Loan Agreement (as hereinafter defined) as lenders (each individually, a “Lender” and collectively, “Lenders”) and Congress Financial Corporation, a Delaware corporation, in its capacity as agent for Lenders (in such capacity, “Agent”).
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 12th, 2016 • Aep Industries Inc • Unsupported plastics film & sheet • Delaware
This Amendment No. 1, dated as of December 7, 2016 (this “Amendment”), to the Agreement and Plan of Merger (as amended from time to time, the “Agreement”), dated as of August 24, 2016, is by and among Berry Plastics Group, Inc., a Delaware corporation (“Parent”), Berry Plastics Corporation, a Delaware corporation and a direct, wholly owned Subsidiary of Parent (“Holdings”), Berry Plastics Acquisition Corporation XVI, a Delaware corporation and a direct, wholly owned Subsidiary of Holdings (“Merger Sub”), Berry Plastics Acquisition Corporation XV, LLC, a Delaware limited liability company and a direct, wholly owned Subsidiary of Holdings (“Merger Sub LLC”) and AEP Industries, Inc., a Delaware corporation (the “Company”).
AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 4th, 2016 • Aep Industries Inc • Unsupported plastics film & sheet • New York
THIS AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment No. 1”), dated as of August 20, 2014, is by and among Wells Fargo Bank, National Association, a national banking association, in its capacity as agent for Lenders (as hereinafter defined) pursuant to the Loan Agreement (in such capacity, “Agent”), Lenders, and AEP Industries Inc., a Delaware corporation (“Borrower”).
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENTEmployment Agreement • January 29th, 2003 • Aep Industries Inc • Unsupported plastics film & sheet
WHEREAS, by Employment Agreement, dated as of October 11, 1996, between the Company and the Executive (the "Employment Agreement"), the Company employed Executive for a term which shall expire on October 11, 2001, and
AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENTEmployment Agreement • February 12th, 2004 • Aep Industries Inc • Unsupported plastics film & sheet
WHEREAS, by Employment Agreement, dated as of October 11, 1996, between the Company and the Executive (the "Employment Agreement"), the Company employed Executive for a term which shall expire on October 11, 2001, and
AMENDMENT NO. 8 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 3rd, 2006 • Aep Industries Inc • Unsupported plastics film & sheet • New York
WHEREAS, Agent, Lenders and Borrower have entered into financing arrangements pursuant to which Agent and Lenders have made and may make loans and advances and provide other financial accommodations to Borrower as set forth in the Loan and Security Agreement, dated November 20, 2001, by and among Agent, Lenders and Borrower, as amended by Amendment No. 1 to Loan and Security Agreement dated December 9, 2001, Amendment No. 2 to Loan and Security Agreement dated July 10, 2002, Amendment No. 3 to Loan and Security Agreement dated October 16, 2002, Amendment No. 4 to Loan and Security Agreement dated February 3, 2005, Consent and Amendment No. 5 to Loan and Security Agreement dated as of February 25, 2005, Amendment No. 6 to Loan and Security Agreement dated May 12, 2005 and Amendment No. 7 to Loan and Security Agreement dated October 28, 2005 (as amended hereby and as the same may hereafter be further amended, modified, supplemented, extended, renewed, restated or replaced, the “Loan Agre
ASSET PURCHASE AGREEMENT dated September 27, 2011 by and among (the “Parent”), CHELSEA INDUSTRIES, INC. (the “Company”), BES-PAK & COMPANY, INC. FESC CORP. and RSMC, INC. (the “Subsidiaries”) and AEP INDUSTRIES INC. (the “Buyer”)Asset Purchase Agreement • September 27th, 2011 • Aep Industries Inc • Unsupported plastics film & sheet • New York
THIS ASSET PURCHASE AGREEMENT, dated as of September 27, 2011 (the “Agreement”), is made and entered into by and among CI Holdings Corp., a Massachusetts corporation (the “Parent”); Chelsea Industries, Inc., a Massachusetts corporation and a wholly-owned subsidiary of Parent (the “Company”); Bes-Pak & Company, Inc., a Massachusetts corporation and a wholly owned subsidiary of the Company (“Bes-Pak”); FESC Corp., a Pennsylvania corporation and a wholly owned subsidiary of the Company (“FESC”), and RSMC, Inc., a Massachusetts corporation and a wholly owned subsidiary of the Company (“RSMC”; and together with Bes-Pak and FESC, the “Subsidiaries” and together with the Company, the “Sellers”); and AEP Industries Inc., a Delaware corporation (the “Buyer”). Capitalized terms not otherwise defined in this Agreement shall have the meanings ascribed to them in Article XII below.
AGREEMENT AND PLAN OF MERGER Dated as of August 24, 2016 by and among BERRY PLASTICS GROUP, INC., BERRY PLASTICS CORPORATION, BERRY PLASTICS ACQUISITION CORPORATION XVI, BERRY PLASTICS ACQUISITION CORPORATION XV, LLC and AEP INDUSTRIES INC.Merger Agreement • August 26th, 2016 • Aep Industries Inc • Unsupported plastics film & sheet • New York
This AGREEMENT AND PLAN OF MERGER, dated as of August 24, 2016 (this “Agreement”), is entered into by and among BERRY PLASTICS GROUP, INC., a Delaware corporation (“Parent”), BERRY PLASTICS CORPORATION, a Delaware corporation and a direct, wholly owned Subsidiary of Parent (“Holdings”), BERRY PLASTICS ACQUISITION CORPORATION XVI, a Delaware corporation and a direct, wholly owned Subsidiary of Holdings (“Merger Sub”), BERRY PLASTICS ACQUISITION CORPORATION XV, LLC, a Delaware limited liability company and a direct, wholly owned Subsidiary of Holdings (“Merger Sub LLC”) and AEP INDUSTRIES INC., a Delaware corporation (the “Company”). Defined terms used herein have the meanings set forth in Section 8.14.
