ARTICLE II INVESTOR'S REPRESENTATIONS AND WARRANTIESSecurities Purchase Agreement • December 6th, 2002 • Navistar International Corp • Motor vehicles & passenger car bodies • Illinois
December 16, 2002 Credit Suisse First Boston Corporation Eleven Madison Avenue New York, New York 10010-3629 Dear Sirs: Navistar International Corporation, a Delaware corporation (the "ISSUER" ), proposes to issue and sell to Credit Suisse First...Registration Rights Agreement • February 25th, 2003 • Navistar International Corp • Motor vehicles & passenger car bodies • New York
EXECUTION COPY NAVISTAR INTERNATIONAL CORPORATION AS ISSUER INTERNATIONAL TRUCK AND ENGINE CORPORATION AS GUARANTOR AND BNY MIDWEST TRUST COMPANY AS TRUSTEE 2 1/2% SENIOR CONVERTIBLE NOTES DUE DECEMBER 15, 2007 INDENTURE DATED AS OF DECEMBER 16, 2002...Navistar International Corp • February 25th, 2003 • Motor vehicles & passenger car bodies • New York
as Issuer andNavistar International Corp /De/New • March 5th, 1998 • Motor vehicles & passenger car bodies • New York
15,894,103 Shares /a/ Common Stock ($0.10 par value)Navistar International Corp /De/New • May 29th, 1998 • Motor vehicles & passenger car bodies • New York
NAVISTAR INTERNATIONAL CORPORATION 10,666,666 Shares of Common Stock Underwriting AgreementNavistar International Corp • October 30th, 2012 • Motor vehicles & passenger car bodies • New York
andRights Agreement • April 20th, 1999 • Navistar International Corp /De/New • Motor vehicles & passenger car bodies • Delaware
CROSS REFERENCE SHEET* Provisions of Trust Indenture Act of 1939, as amended, and Indenture to be dated as of ___________, 20__ among Navistar International Corporation, International Truck and Engine Corporation and [__________], as Trustee:Navistar International Corp • April 6th, 2004 • Motor vehicles & passenger car bodies
EXHIBIT 4.5 NAVISTAR INTERNATIONAL CORPORATION 7% Senior Notes due 2003 Purchase Agreement January 30, 1998 J.P. MORGAN SECURITIES INC. CREDIT SUISSE FIRST BOSTON CORPORATION CHASE SECURITIES INC. c/o J.P. Morgan Securities Inc. 60 Wall Street New...Navistar International Corp /De/New • March 5th, 1998 • Motor vehicles & passenger car bodies • New York
EXHIBIT 4.19 9 3/8% SENIOR NOTES DUE 2006 FIRST SUPPLEMENT TO INDENTURE DATED AS OF AUGUST 22, 2001Indenture • December 19th, 2001 • Navistar International Corp • Motor vehicles & passenger car bodies • New York
CROSS REFERENCE SHEET* Provisions of Trust Indenture Act of 1939, as amended, and Indenture to be dated as of ___________, 20__ among Navistar Financial Corporation and [__________], as Trustee:Navistar International Corp • April 6th, 2004 • Motor vehicles & passenger car bodies
NAVISTAR INTERNATIONAL CORPORATION and COMPUTERSHARE SHAREOWNER SERVICES LLC, Rights Agent Rights Agreement Dated as of June 19, 2012Rights Agreement • June 20th, 2012 • Navistar International Corp • Motor vehicles & passenger car bodies • New York
WITNESSETH ----------Executive Severance Agreement • March 11th, 2002 • Navistar International Corp • Motor vehicles & passenger car bodies • Illinois
EXHIBIT 4.6 ----------- REGISTRATION RIGHTS AGREEMENT Dated as of February 4, 1998Registration Rights Agreement • March 5th, 1998 • Navistar International Corp /De/New • Motor vehicles & passenger car bodies • New York
RECITALS:Registration Rights Agreement • December 6th, 2002 • Navistar International Corp • Motor vehicles & passenger car bodies • Illinois
EXHIBIT 4.7 NAVISTAR INTERNATIONAL CORPORATION 8% Senior Subordinated Notes due 2008 Purchase Agreement January 30, 1998 J.P. MORGAN SECURITIES INC. CREDIT SUISSE FIRST BOSTON CORPORATION CHASE SECURITIES INC. BANCAMERICA ROBERTSON STEPHENS...Navistar International Corp /De/New • March 5th, 1998 • Motor vehicles & passenger car bodies • New York
EXHIBIT 4 NAVISTAR INTERNATIONAL CORPORATION AND CONSOLIDATED SUBSIDIARIES ---- ------------------------------------------------------------------------------- ----- INSTRUMENTS DEFINING RIGHTS OF SECURITY HOLDERS, INCLUDING INDENTURES The following...Navistar International Corp • December 13th, 2002 • Motor vehicles & passenger car bodies
JOHN R. HORNE EMPLOYMENT AGREEMENTEmployment Agreement • September 13th, 2002 • Navistar International Corp • Motor vehicles & passenger car bodies • Illinois
4.6 Indenture, dated as of May 31, 2001, by and between Navistar International Corporation, International Truck and Engine Corporation and BNY Midwest Trust Company, as Trustee, for 9 3/8% Senior Notes due 2006 for $400,000,000. Filed on Registration...Registration Rights Agreement • June 13th, 2003 • Navistar International Corp • Motor vehicles & passenger car bodies
ROBERT C. LANNERT EMPLOYMENT AGREEMENTEmployment Agreement • September 13th, 2002 • Navistar International Corp • Motor vehicles & passenger car bodies • Illinois
Exhibit 5.1 March 5, 1998 Navistar International Corporation 455 North Cityfront Plaza Chicago, Illinois 60611 Re: Series B 7% Senior Notes due 2003 Series B 8% Senior Subordinated Notes due 2008 ---------------------------------------------- Ladies...Navistar International Corp /De/New • March 5th, 1998 • Motor vehicles & passenger car bodies
NAVISTAR INTERNATIONAL CORPORATION 6.625% Senior Notes due 2025 Purchase AgreementNavistar International Corp • November 8th, 2017 • Motor vehicles & passenger car bodies • New York
NAVISTAR INTERNATIONAL CORPORATION AND CONSOLIDATED SUBSIDIARIES ---------------------------------- MATERIAL CONTRACTSPooling and Servicing Agreement • December 13th, 2002 • Navistar International Corp • Motor vehicles & passenger car bodies
NAVISTAR INTERNATIONAL CORPORATION, as Issuer NAVISTAR, INC. as Initial Subsidiary Guarantor, AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee and Collateral AgentIndenture • April 27th, 2020 • Navistar International Corp • Motor vehicles & passenger car bodies • New York
INDENTURE, dated as of April 27, 2020, among Navistar International Corporation, a Delaware corporation (the “Company”), Navistar, Inc., a Delaware corporation (the “Initial Subsidiary Guarantor”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”) and collateral agent (the “Collateral Agent”).
NAVISTAR INTERNATIONAL CORPORATION AND CONSOLIDATED SUBSIDIARIES ---------------------------------- MATERIAL CONTRACTSPooling and Servicing Agreement • December 22nd, 1997 • Navistar International Corp /De/New • Motor vehicles & passenger car bodies
NAVISTAR INTERNATIONAL CORPORATION, as Issuer NAVISTAR, INC. as Guarantor, AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of November 6, 2017 6.625% Senior Notes due 2025Indenture • November 8th, 2017 • Navistar International Corp • Motor vehicles & passenger car bodies • New York
INDENTURE, dated as of November 6, 2017, among Navistar International Corporation, a Delaware corporation (the “Company”), Navistar, Inc., a Delaware corporation (the “Guarantor”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
To: Navistar International Corporation Warrenville, Illinois 60555 Attention: Treasurer Telephone No.: 630-753-5000 Facsimile No.: 630-753-2305Letter Agreement • October 28th, 2009 • Navistar International Corp • Motor vehicles & passenger car bodies • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Navistar International Corporation (“Company”) to JPMorgan Chase Bank, National Association, London Branch (“Dealer”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for this Transaction.
NAVISTAR INTERNATIONAL CORPORATION, as Issuer NAVISTAR, INC. as Guarantor, AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of [ ] $[ ] aggregate principal amount of [ ] % Senior Notes due [ ]Navistar International Corp • October 24th, 2012 • Motor vehicles & passenger car bodies • New York
INDENTURE, dated as of [ ], among Navistar International Corporation, a Delaware corporation (the “Company”), Navistar, Inc., a Delaware corporation (the “Guarantor”) and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
Indemnification AgreementIndemnification Agreement • August 30th, 2012 • Navistar International Corp • Motor vehicles & passenger car bodies • Delaware
Indemnification Agreement, dated as of August 26, 2012 (this “Agreement”), between Navistar International Corporation, a Delaware corporation (the “Company”), and Lewis B. Campbell (“Indemnitee”).
REVISED AND AMENDED AND RESTATED EXECUTIVE SEVERANCE AGREEMENTExecutive Severance Agreement • September 3rd, 2014 • Navistar International Corp • Motor vehicles & passenger car bodies • Illinois
This Executive Severance Agreement (the “Agreement”), amended and restated as of January 1, 2014 (the “Effective Date”), is between and among Navistar International Corporation, a Delaware corporation (the “Company”), its principal operating subsidiary, Navistar, Inc., a Delaware corporation (“NAVISTAR, INC.”), and [NAME] (the “Executive”) (each a “Party” and collectively, the “Parties”). For purposes of this Agreement, “NIC” shall mean the Company and all of its, direct or indirect, wholly-owned subsidiaries, including, without limitation, NAVISTAR, INC., and “NAVISTAR, INC.” shall mean only Navistar, Inc., unless the context clearly indicates the contrary. This Agreement shall not become effective prior to the execution of a written release agreement in a form acceptable to the Company and substantially in the form attached hereto as Exhibit A hereto and the expiration (without revocation) of the revocation period applicable to such release (the “Initial Release”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • November 9th, 2020 • Navistar International Corp • Motor vehicles & passenger car bodies • Delaware
VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of November 7, 2020, by and among TRATON SE, a Societas Europaea (“Parent”), Dusk Inc., a Delaware corporation and a wholly-owned indirect Subsidiary of Parent (“Merger Subsidiary”) and the persons and entities listed on Exhibit A hereto (together with any subsequent stockholders or transferee who become Stockholders pursuant to Section 4.02, collectively the “Stockholders” and each individually a “Stockholder”).
AMENDMENT NO. 6 TO THE RIGHTS AGREEMENTRights Agreement • June 23rd, 2014 • Navistar International Corp • Motor vehicles & passenger car bodies • New York
This Amendment No. 6 (this “Amendment”) is dated as of June 17, 2014 (the “Effective Date”), and amends that certain Rights Agreement, dated as of June 19, 2012, as amended to date (the “Rights Agreement”), between Navistar International Corporation, a Delaware corporation (the “Company”), and Computershare Inc., a Delaware corporation, successor-in-interest to Computershare Shareowner Services LLC, as rights agent (the “Rights Agent”). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Rights Agreement.
NAVISTAR INTERNATIONAL CORPORATION NON-EMPLOYEE DIRECTOR STOCK OPTION AGREEMENT SUPPLEMENTNavistar International Corp • December 22nd, 2010 • Motor vehicles & passenger car bodies
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 10th, 2012 • Navistar International Corp • Motor vehicles & passenger car bodies • Delaware
This REGISTRATION RIGHTS AGREEMENT, effective as of October 5, 2012 (this “Agreement”), is entered into by and among Navistar International Corporation, a Delaware corporation (the “Company”), and other persons and entities signatory hereto (each, a “Holder” and together, the “Holders”).
FOURTH AMENDED AND RESTATED PARENT GUARANTEEParent Guarantee • June 2nd, 2016 • Navistar International Corp • Motor vehicles & passenger car bodies • New York
FOURTH AMENDED AND RESTATED GUARANTEE (the “Guarantee”), dated as of May 27, 2016, made by NAVISTAR INTERNATIONAL CORPORATION, a Delaware corporation (the “Guarantor”), in favor of JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the lenders (the “Lenders”) parties to the Third Amended and Restated Credit Agreement, dated as of the date hereof (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Navistar Financial Corporation (the “US Borrower”) and Navistar Financial, S.A. de C.V., Sociedad Financiera de Objeto Multiple, Entidad Regulada (the “Mexican Borrower”; together with the US Borrower, the “Borrowers”), the Lenders, Bank of America, N.A., as syndication agent, and the Administrative Agent.
