CONFORMED COPY] CREDIT AGREEMENT DATED AS OF OCTOBER 31, 2003Credit Agreement • November 13th, 2003 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
ARTICLE I DEFINITIONSEmployment Agreement • March 29th, 2006 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
ARTICLE I DEFINITIONSCredit Agreement • March 13th, 2007 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
Article I. DEFINITIONSEmployment Agreement • May 15th, 2002 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
AGREEMENTEmployment Agreement • August 14th, 2001 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
AGREEMENTEmployment Agreement • April 24th, 2000 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
AGREEMENTEmployment Agreement • April 21st, 1997 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
RECITALS:Note Agreement • March 21st, 1997 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
EXHIBIT 10.1 CREDIT AGREEMENT DATED AS OF NOVEMBER 10, 2005Credit Agreement • November 15th, 2005 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
EXHIBIT 10.11 AMCOL International Corporation Fourth Amendment to Credit Agreement Harris Trust and Savings Bank Chicago, Illinois The First National Bank of Chicago, Illinois LaSalle National Bank Chicago, Illinois The Northern Trust Company Chicago,...Credit Agreement • November 9th, 1999 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
WITNESSETHAsset Purchase Agreement • November 14th, 2006 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
ARTICLE III REPRESENTATIONS AND WARRANTIESCredit Agreement • June 19th, 2006 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
AGREEMENTEmployment Agreement • April 21st, 1997 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
Fifth Amendment, Waiver and Partial Release Re: Credit Agreement This Fifth Amendment, Waiver and Partial Release Re: Credit Agreement (herein the "Amendment") is entered into as of May 26, 2000 among AMCOL International Corporation (formerly known as...Credit Agreement • August 14th, 2000 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
AGREEMENTEmployment Agreement • April 24th, 2000 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
Re: $45,000,000 Series 2007-A Adjustable Fixed Rate Guaranteed Senior Notes, Tranche 1, due April 2, 2017, $30,000,000 Series 2007-A Adjustable Floating Rate Guaranteed Senior Notes, Tranche 2, due April 2, 2017 and Additional Notes of AMCOL...Subsidiary Guaranty Agreement • April 5th, 2007 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
ASSET AND STOCK PURCHASE AGREEMENTAsset and Stock Purchase Agreement • May 2nd, 2000 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
EXHIBIT 10.12Credit Agreement • March 21st, 1997 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
Exhibit 10.24 No. 2Special Retention Agreement • November 13th, 2000 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels)
EXHIBIT 10.25 ------------- AGREEMENT ---------Employment Agreement • August 15th, 2001 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
AMCOL INTERNATIONAL CORPORATION CHANGE OF CONTROL AGREEMENTChange of Control Agreement • February 28th, 2012 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
This Change of Control Agreement (the “Agreement”) is made and entered into as of February 23, 2012 by and between Patrick E. Carpenter (the “Executive”) and AMCOL International Corporation, a Delaware corporation (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 5th, 2010 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into and effective as of January 1, 2010 (the “Effective Date”), by and between AMCOL International Corporation, a Delaware corporation (the “Company”), and Michael Johnson (“Executive”).
AMCOL INTERNATIONAL CORPORATION and ____________________________, as Trustee INDENTURE Dated as of _______________ ___, 2009 Providing for the Issuance of Debt SecuritiesIndenture • September 9th, 2009 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
SECOND AMENDMENT TO LEASE THIS SECOND AMENDMENT TO LEASE (this "Amendment") is made as of the 2nd day of June, 1997, by and between ESKO PROPERTIES, INC., as agent for the owners of the Building (as hereinafter defined), having an office at 305 Royal...Lease • July 21st, 1997 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels)
Credit Agreement Dated as of January 20, 2012 among AMCOL International Corporation and Certain Borrowing Subsidiaries, The Guarantors from time to time parties hereto, the Lenders from time to time parties hereto, and BMO Harris Bank N.A., as...Credit Agreement • January 23rd, 2012 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
This Credit Agreement is entered into as of January 20, 2012, by and among AMCOL International Corporation, a Delaware corporation (the “Company”), CETCO (Europe) Limited, a United Kingdom corporation (“CETCO Europe”), AMCOL Minerals Europe, Ltd., a United Kingdom corporation (“AMCOL Minerals Europe” and together with CETCO Europe, collectively referred to herein as the “UK Borrowers” and each individually as a “UK Borrower”), Cetco-Poland, Cetco spółka z ograniczoną odpowiedzialnością S.K.A., a Polish corporation (the “Polish Borrower”), and AMCOL Australia Pty Ltd., an Australian corporation (the “Australian Borrower” and, together with the Company, the UK Borrowers, and the Polish Borrower collectively referred to herein as the “Borrowers” and each individually as a “Borrower”), the direct and indirect Subsidiaries of the Borrowers from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, and B
AGREEMENT AND PLAN OF MERGER Dated as of February 11, 2014 by and among IMERYS SA, IMERYS MINERALS DELAWARE, INC. and AMCOL INTERNATIONAL CORPORATIONMerger Agreement • February 12th, 2014 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of February 11, 2014 (this “Agreement”), is entered into by and among Imerys SA, a corporation organized under the Laws of France (“Parent”), Imerys Minerals Delaware, Inc., a Delaware corporation and an indirect wholly owned Subsidiary of Parent (“Purchaser”), and AMCOL International Corporation, a Delaware corporation (the “Company”). Defined terms used herein have the meanings set forth in Section 9.13.
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • March 5th, 2014 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels)
This AMENDMENT NO. 2, dated as of March 4, 2014 (this “Amendment”), to the AGREEMENT AND PLAN OF MERGER, dated as of February 11, 2014, as amended by Amendment No. 1 to Agreement and Plan of Merger, dated as of February 26, 2014, by and among Imerys SA, a corporation organized under the laws of France (“Parent”), Imerys Minerals Delaware, Inc., a Delaware corporation and an indirect wholly owned Subsidiary of Parent (“Purchaser”), and AMCOL International Corporation, a Delaware corporation (the “Company”) (as amended, the “Merger Agreement”), is entered into by and among Parent, Purchaser and the Company, and amends the Merger Agreement to the extent set forth herein. Capitalized terms used but not defined in this Amendment shall have the respective meanings specified in the Merger Agreement.
Fourth Amendment to Credit AgreementCredit Agreement • September 23rd, 2009 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
This Fourth Amendment to Credit Agreement is dated as of September 18, 2009 (this “Amendment”), among AMCOL International Corporation (the “Company”), the Borrowing Subsidiaries, the guarantors party hereto, the financial institutions listed on the signature pages hereof as Lenders, and Harris N.A. (“Harris”), as administrative agent (in such capacity, the “Administrative Agent”).
AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • March 10th, 2014 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels)
This AMENDMENT NO. 3, dated as of March 8, 2014 (this “Amendment”), to the AGREEMENT AND PLAN OF MERGER, dated as of February 11, 2014, as amended by Amendment No. 1 to Agreement and Plan of Merger, dated as of February 26, 2014, and by Amendment No. 2 to Agreement and Plan of Merger, dated as of March 4, 2014, by and among Imerys SA, a corporation organized under the laws of France (“Parent”), Imerys Minerals Delaware, Inc., a Delaware corporation and an indirect wholly owned Subsidiary of Parent (“Purchaser”), and AMCOL International Corporation, a Delaware corporation (the “Company”) (as amended, the “Merger Agreement”), is entered into by and among Parent, Purchaser and the Company, and amends the Merger Agreement to the extent set forth herein. Capitalized terms used but not defined in this Amendment shall have the respective meanings specified in the Merger Agreement.
AMCOL INTERNATIONAL CORPORATION FORM OF RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 16th, 2010 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
This Restricted Stock Award Agreement (the “Award Agreement”), effective as of ______________ (the “Award Date”), is entered into by and between AMCOL International Corporation, a Delaware corporation (the “Company”) and ______________ (the “Grantee”). All capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the AMCOL International Corporation 2006 Long-Term Incentive Plan (the “Plan”).
CETCO OILFIELD SERVICES COMPANYPerformance Agreement • May 10th, 2012 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This Performance Agreement (the “Agreement”) is entered into as of March 14, 2012 by and between CETCO Oilfield Services Company, a Delaware corporation (the “Company”), and Michael R. Johnson (“Employee”).
First Amendment to Credit AgreementCredit Agreement • October 25th, 2013 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
This First Amendment to Credit Agreement is dated as of October 22, 2013 (this “Amendment”), among AMCOL International Corporation (the “Company”), the Borrowing Subsidiaries, the guarantors party hereto, the financial institutions listed on the signature pages hereof as Lenders, and BMO Harris Bank N.A. as administrative agent (in such capacity, the “Administrative Agent”).
March 8, 2007 Harris N.A., as Administrative Agent for the Lenders named in the Credit Agreement dated as of November 10, 2005, among AMCOL International Corporation, certain Subsidiary Borrowers, the Guarantors from time to time party thereto, the...Additional Guarantor Supplement • March 13th, 2007 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Illinois
Harris N.A., as Administrative Agent for the Lenders named in the Credit Agreement dated as of November 10, 2005, among AMCOL International Corporation, certain Subsidiary Borrowers, the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and the Administrative Agent (the "Credit Agreement")
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 19th, 2008 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • Louisiana
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is dated as of May 14, 2008 by and between CETCO OILFIELD SERVICES COMPANY, a Delaware corporation (“Buyer”), and PREMIUM REELED TUBING, L.L.C., a Louisiana limited liability company (“Seller”). Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in the Appendix of Definitions attached hereto and made a part hereof.
AMCOL INTERNATIONAL CORPORATION $50,000,000 5.46% Guaranteed Senior Notes, due April 29, 2020 NOTE PURCHASE AGREEMENT Dated as of APRIL 29, 2010Note Purchase Agreement • April 30th, 2010 • Amcol International Corp • Mining & quarrying of nonmetallic minerals (no fuels) • New York
AMCOL INTERNATIONAL CORPORATION, a Delaware corporation (the “Company”), agrees with the Purchasers listed in the attached Schedule A (the “Purchasers”) to this Note
