Kaiser Aluminum Corp Sample Contracts

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AND
Purchase Agreement • November 12th, 2004 • Kaiser Aluminum Corp • Primary production of aluminum
AGREEMENT
Stock Option Agreement • March 30th, 2001 • Kaiser Aluminum Corp • Primary production of aluminum
AMENDED AND RESTATED CREDIT AGREEMENT dated as of
Credit Agreement • December 1st, 2015 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • New York

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December 1, 2015 (as it may be amended or modified from time to time, this “Agreement”), among KAISER ALUMINUM CORPORATION, a Delaware corporation, KAISER ALUMINUM INVESTMENTS COMPANY, a Delaware corporation, KAISER ALUMINUM FABRICATED PRODUCTS, LLC, a Delaware limited liability company, KAISER ALUMINUM WASHINGTON, LLC, a Delaware limited liability company, and KAISER ALUMINUM ALEXCO, LLC, a Delaware limited liability company, as Borrowers, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, J.P. MORGAN SECURITIES LLC and WELLS FARGO BANK, N.A., as Joint Bookrunners and Joint Lead Arrangers, WELLS FARGO BANK, N.A., as Documentation Agent, and BANK OF AMERICA, N.A., as Syndication Agent.

February 17, 2000
Credit Agreement • March 10th, 2000 • Kaiser Aluminum Corp • Primary production of aluminum
STATE STREET BANK AND TRUST COMPANY, as Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of July 15, 1997
Third Supplemental Indenture • August 1st, 1997 • Kaiser Aluminum Corp • Primary production of aluminum • New York
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 12th, 2016 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • New York

This REGISTRATION RIGHTS AGREEMENT dated May 12, 2016 (this “Agreement”) is entered into by and among Kaiser Aluminum Corporation, a Delaware corporation (the “Company”), the guarantors listed in Schedule 1 hereto (the “Initial Guarantors”), and J.P. Morgan Securities LLC (“J.P. Morgan”), on behalf of itself and the other purchasers named on Schedule 1 to the Purchase Agreement (defined below) (the “Initial Purchasers”).

INDENTURE
Fourth Supplemental Indenture • May 7th, 1999 • Kaiser Aluminum Corp • Primary production of aluminum • New York
KAISER ALUMINUM CORPORATION, as Issuer and the Guarantors named herein 4.50% Senior Notes due 2031 INDENTURE Dated as of May 20, 2021 WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee
Indenture • May 20th, 2021 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • New York

INDENTURE dated as of May 20, 2021, among KAISER ALUMINUM CORPORATION, a Delaware corporation, (the “Company”), and certain of the Company’s direct and indirect Domestic Subsidiaries (as defined below), each named in Schedule I hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States, as Trustee.

Amendment of Tax Allocation Agreement Between MAXXAM Inc. and Kaiser Aluminum & Chemical Corporation
Tax Allocation Agreement • March 30th, 2001 • Kaiser Aluminum Corp • Primary production of aluminum

WHEREAS, MAXXAM Inc. ("MAXXAM") and Kaiser Aluminum & Chemical Corporation ("KACC") executed a tax allocation agreement as of December 21, 1989 covering all taxable years during which KACC and its U.S. subsidiaries (the "KACC Subgroup") were included in MAXXAM's Federal consolidated income tax returns (the "Tax Allocation Agreement");

Amendment No. 4 TO CREDIT AGREEMENT AND LOAN DOCUMENTS
Credit Agreement • October 24th, 2024 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • New York

THIS CREDIT AGREEMENT is entered into as of October 30, 2019, by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association and JPMORGAN CHASE BANK, N.A., a national banking association, as joint lead arrangers (in such capacity, together with their successors and assigns in such capacity, the “Joint Lead Arrangers”) and as joint book runners (in such capacity, together with their successors and assigns in such capacity, the “Joint Book Runners”), BANK OF AMERICA, N.A., a national banking association, and

AND
Indenture • November 7th, 1996 • Kaiser Aluminum Corp • Primary production of aluminum • New York
E X E C U T I O N C O P Y
Limited Waiver • November 9th, 2000 • Kaiser Aluminum Corp • Primary production of aluminum

Reference is made to that certain Credit Agreement dated as of February 15, 1994, as amended by First Amendment to Credit Agreement dated as of July 21, 1994; Second Amendment to Credit Agreement dated as of March 10, 1995; Third Amendment to Credit Agreement and Acknowledgment dated as of July 20, 1995; Fourth Amendment to Credit Agreement dated as of October 17, 1995; Fifth Amendment to Credit Agreement dated as of December 11, 1995; Sixth Amendment to Credit Agreement dated as of October 1, 1996; Seventh Amendment to Credit Agreement dated as of December 17, 1996; Eighth Amendment to Credit Agreement dated as of February 24, 1997; Ninth Amendment to Credit Agreement and Acknowledgment dated as of April 21, 1997; Tenth Amendment to Credit Agreement and Assignment dated as of June 25, 1997; Eleventh Amendment to Credit Agreement and Limited Waivers dated as of October 20, 1997; Twelfth Amendment to Credit Agreement dated as of January 13, 1998; Thirteenth Amendment to Credit Agreement

KAISER ALUMINUM CORPORATION, as Issuer and the Guarantors named herein 5.875% Senior Notes due 2024 INDENTURE Dated as of May 12, 2016 WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee
Indenture • May 12th, 2016 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • New York

INDENTURE dated as of May 12, 2016, among KAISER ALUMINUM CORPORATION, a Delaware corporation, (the “Company”), and certain of the Company’s direct and indirect Domestic Subsidiaries (as defined below), each named in Schedule I hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Trustee.

RECITALS
Waiver and Consent • March 31st, 2003 • Kaiser Aluminum Corp • Primary production of aluminum • New York
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AGREEMENT
Consulting Agreement • November 16th, 1998 • Kaiser Aluminum Corp • Primary production of aluminum
RECITALS
Post-Petition Credit Agreement • November 12th, 2004 • Kaiser Aluminum Corp • Primary production of aluminum • New York
AGREEMENT
Stock Option Agreement • March 30th, 2001 • Kaiser Aluminum Corp • Primary production of aluminum
DEFERRED FEE AGREEMENT
Deferred Fee Agreement • May 5th, 1998 • Kaiser Aluminum Corp • Primary production of aluminum • Texas
KAISER ALUMINUM CORPORATION 5,461,870 Shares Common Stock ($0.01 par value per Share) Underwriting Agreement
Underwriting Agreement • January 12th, 2007 • Kaiser Aluminum Corp • Primary production of aluminum • New York

Those stockholders of KAISER ALUMINUM CORPORATION, a Delaware corporation (the “Company”), identified in Schedule C annexed hereto (each, a “Selling Stockholder”), propose to sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representatives, an aggregate of 5,461,870 shares (the “Firm Shares”) of common stock, $0.01 par value per share (the “Common Stock”), of the Company. The number of Firm Shares to be sold by each Selling Stockholder is the number of Firm Shares set forth opposite the name of such Selling Stockholder in Schedule C annexed hereto. In addition, solely for the purpose of covering over-allotments, the VEBA for Retirees of Kaiser Aluminum, a trust under the laws of the State of Pennsylvania (the “VEBA Trust”), a Selling Stockholder, proposes to grant to the Underwriters the option to purchase from such Selling Stockholder up to an additional 819,280 shares of Common Stock (the “Additional Shares”). The Firm Share

FORM OF OFFICER INDEMNIFICATION AGREEMENT
Officer Indemnification Agreement • July 6th, 2006 • Kaiser Aluminum Corp • Primary production of aluminum • Delaware

This Officer Indemnification Agreement, dated as of July 6, 2006 (this “Agreement”), is made by and between Kaiser Aluminum Corporation, a Delaware corporation (the “Company”), and [___] (“Indemnitee”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • September 19th, 2019 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • Delaware

AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) dated as of September 17, 2019, between KAISER ALUMINUM CORPORATION, a Delaware corporation (the “Company”), and JACK A. HOCKEMA (the “Executive”).

FORM OF DIRECTOR INDEMNIFICATION AGREEMENT
Director Indemnification Agreement • July 6th, 2006 • Kaiser Aluminum Corp • Primary production of aluminum • Delaware

This Director Indemnification Agreement, dated as of July 6, 2006 (this “Agreement”), is made by and between Kaiser Aluminum Corporation, a Delaware corporation (the “Company”), and [___] (“Indemnitee”).

Restricted Stock Award Agreement Under the Amended and Restated 2006 Equity and Performance Incentive Plan
Restricted Stock Award Agreement • March 7th, 2011 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • Delaware

You have been selected to receive a grant of Restricted Stock pursuant to the Kaiser Aluminum Corporation Amended and Restated 2006 Equity and Performance Incentive Plan (the “Plan”) as specified below:

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