800,000,000 CREDIT AGREEMENT by and among WALTER INDUSTRIES, INC. as Borrower,Credit Agreement • October 30th, 1997 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • New York
EXHIBIT 99.4 June 13, 2000 Mr. Arthur W. Huge Via Facsimile and Hand Delivery Dear Art: This letter confirms the agreement between Walter Industries, Inc. (" Walter Industries" or the "Company") and you regarding the terms of your separation from...Separation Agreement • August 29th, 2000 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs
BY AND AMONGStock Purchase Agreement • October 30th, 1997 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • Illinois
Exhibit 99(a) AMENDMENT AGREEMENT NO. 5 TO CREDIT AGREEMENT THIS AMENDMENT AGREEMENT is made and entered into as of this 30th day of August, 1999, by and among WALTER INDUSTRIES, INC., a Delaware corporation (herein called the "Borrower"), BANK OF...Credit Agreement • October 12th, 1999 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs
AMENDMENT NO. 6 TO CREDIT AGREEMENTCredit Agreement • September 8th, 2009 • Walter Energy, Inc. • Bituminous coal & lignite mining • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of October 3, 2005 among WALTER ENERGY, INC., a Delaware corporation formerly known as Walter Industries, Inc. (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, Swing Line Lender and L/C Issuer.
550,000,000 CREDIT AGREEMENT by and among WALTER INDUSTRIES, INC. as Borrower,Credit Agreement • February 16th, 1996 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • Florida
REGISTRATION RIGHTS AGREEMENT by and among WALTER ENERGY, INC., THE GUARANTORS party hereto and Morgan Stanley & Co. LLC, as representative of the Initial Purchasers (as defined herein) Dated as of March 27, 2013Registration Rights Agreement • March 27th, 2013 • Walter Energy, Inc. • Bituminous coal & lignite mining • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of March 22, 2013 (the “Purchase Agreement”), by and among the Company, the Guarantors and Morgan Stanley & Co. LLC, as representative of the Initial Purchasers, (i) for the benefit of each Initial Purchaser and (ii) for the benefit of the holders from time to time of the Initial Securities (as defined below) (including each Initial Purchaser). In order to induce the Initial Purchasers to purchase the Initial Securities, the Company has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 5(i) of the Purchase Agreement.
CREDIT AGREEMENT Dated as of April 17, 2003 among WALTER INDUSTRIES, INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, SUNTRUST BANK, as Syndication Agent and L/C Issuer, BNP PARIBAS and CREDIT...Credit Agreement • May 15th, 2003 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of April 17, 2003, among Walter Industries, Inc., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, and SUNTRUST BANK, as Syndication Agent and an L/C Issuer.
RIGHTS AGREEMENT WALTER ENERGY, INC. and MELLON INVESTOR SERVICES LLC as Rights Agent Dated as of April 24, 2009Rights Agreement • April 28th, 2009 • Walter Industries Inc /New/ • Bituminous coal & lignite mining • New York
Rights Agreement, dated as of April 24, 2009 (as amended, supplemented or otherwise modified from time to time, the “Rights Agreement”) between Walter Energy, Inc., a Delaware corporation (the “Company”), and Mellon Investor Services LLC, a New Jersey limited liability company, as Rights Agent (the “Rights Agent”).
AMENDMENT AGREEMENT NO. 4 TO CREDIT AGREEMENTCredit Agreement • January 14th, 1999 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs
CREDIT AGREEMENT Dated as of October 3, 2005 among WALTER INDUSTRIES, INC. as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender, L/C Issuer and a Lender, MORGAN STANLEY SENIOR FUNDING, INC., as Syndication Agent and as a...Credit Agreement • October 5th, 2005 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of October 3, 2005 among WALTER INDUSTRIES, INC., 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, Swing Line Lender and L/C Issuer.
10,000,000 SHARES WALTER INDUSTRIES, INC. COMMON STOCK, PAR VALUE $.01 PER SHAREu.s. Underwriting Agreement • January 29th, 1998 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • New York
Exhibit 10.1 WALTER INDUSTRIES, INC. LONG-TERM INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT THIS AGREEMENT, effective as of the Date of Grant set forth below, represents a grant of restricted stock units ("RSUs") by Walter Industries,...Restricted Stock Unit Award Agreement • March 3rd, 2005 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • Delaware
2,000,000 SHARES WALTER INDUSTRIES, INC. COMMON STOCK, PAR VALUE $.01 PER SHAREInternational Underwriting Agreement • January 29th, 1998 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • New York
April 24, 2000 Mr. Robert G. Burton 170 Clapboard Ridge Road Greenwich, Connecticut 06831 Dear Bob: On behalf of Walter Industries, Inc., (the "Company"), we are all extremely pleased that you have agreed to serve as the Chairman, President and Chief...Employment Agreement • August 29th, 2000 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs
Exhibit 10.23 EXECUTIVE CHANGE-IN-CONTROL SEVERANCE AGREEMENT FOR GREGORY E. HYLAND Walter Industries, Inc. September 2005 CONTENTS Article 1. Definitions..................................................1 Article 2. Severance...Executive Change-in-Control Severance Agreement • September 12th, 2005 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs
RIGHTS AGREEMENT WALTER INDUSTRIES, INC. and MELLON INVESTOR SERVICES LLC as Rights Agent Dated as of November 21, 2008Rights Agreement • November 24th, 2008 • Walter Industries Inc /New/ • Bituminous coal & lignite mining • New York
Rights Agreement, dated as of November 21, 2008 (as amended, supplemented or otherwise modified from time to time, the “Rights Agreement”) between Walter Industries, Inc., a Delaware corporation (the “Company”), and Mellon Investor Services LLC, a New Jersey limited liability company, as Rights Agent (the “Rights Agent”).
150,000,000 AGGREGATE PRINCIPAL AMOUNT WALTER INDUSTRIES, INC. 3.75% CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2024 Resale Registration Rights Agreement dated as of April 20, 2004Resale Registration Rights Agreement • July 15th, 2004 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • New York
RESALE REGISTRATION RIGHTS AGREEMENT, dated as of April 20, 2004, between Walter Industries, Inc., a Delaware corporation (together with any successor entity, herein referred to as the "Company"), and Banc of America Securities LLC and Morgan Stanley & Co. Incorporated, as representatives of the several initial purchasers (the "Initial Purchasers") under the Purchase Agreement (as defined below).
Executive Change-in-Control Severance AgreementExecutive Change-in-Control Severance Agreement • March 16th, 2005 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs
THIS EXECUTIVE CHANGE-IN-CONTROL SEVERANCE AGREEMENT is made, entered into, and is effective this day of , 2004 (hereinafter referred to as the “Effective Date”), by and between Walter Industries, Inc. (the “Company”), a Delaware corporation, and (the “Executive”).
amongVariable Funding Loan Agreement • February 8th, 2005 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • New York
Executive Change-in-Control Severance Agreement for [Name of Executive] Walter Energy, Inc. Adopted: [ ]Executive Change-in-Control Severance Agreement • February 29th, 2012 • Walter Energy, Inc. • Bituminous coal & lignite mining
THIS EXECUTIVE CHANGE-IN-CONTROL SEVERANCE AGREEMENT is made and entered into this [ ] day of [ ], 201[ ], by and between Walter Energy, Inc. (the “Company”), a Delaware corporation, and [ ] (the “Executive”), and will be effective as of the date the Executive’s employment with the Company commences.
WALTER ENERGY, INC. AND EACH OF THE GUARANTORS PARTY HERETO 8.500% SENIOR NOTES DUE 2021Indenture • March 27th, 2013 • Walter Energy, Inc. • Bituminous coal & lignite mining • New York
INDENTURE dated as of March 27, 2013 among Walter Energy, Inc., a Delaware corporation, the Guarantors (as defined herein) and Union Bank, N.A., as trustee.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • April 23rd, 2009 • Walter Industries Inc /New/ • Bituminous coal & lignite mining • New York
This Transition Services Agreement (this “Services Agreement”) is made as of April 17 2009, by and among (i) Walter Industries, Inc., a Delaware corporation (“Walter”), on behalf of itself and each of the other Walter Entities (defined below), and (ii) Walter Investment Management LLC, a Delaware limited liability company (“Spinco”), on behalf of itself, its successors and each of the other Spinco Entities (defined below).
AMENDMENT NO. 1 TO CREDIT AGREEMENT AND WAIVERCredit Agreement • January 27th, 2006 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs
This Amendment No. 1 to Credit Agreement and Waiver (this “Agreement”) dated as of January 24, 2006 is made by and among MUELLER GROUP, LLC, a Delaware limited liability company (the “Borrower”), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States (“Bank of America”), in its capacity as administrative agent for the Lenders (as defined in the Credit Agreement (as defined below)) (in such capacity, the “Administrative Agent”), and each of the Lenders signatory hereto, and each of the Guarantors (as defined in the Credit Agreement) signatory hereto.
JOINT LITIGATION AGREEMENTJoint Litigation Agreement • December 20th, 2006 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • Delaware
THIS JOINT LITIGATION AGREEMENT is made between Walter Industries, Inc., a Delaware corporation (“WLT”), and Mueller Water Products, Inc., a Delaware corporation (“MWA”), and by each of them for their respective subsidiaries (together with WLT and MWA, the “Corporate Entity Parties”), and their respective affiliates, advisors, and agents, all to the extent reflected in this Agreement (the “Parties”), effective as of December 14, 2006 ( the “Spin-Off Date”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • January 27th, 2006 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • New York
This Agreement is made and entered into as of January 23, 2006 (the “Effective Date”), by and between Mueller Holding Company, Inc., a Delaware corporation (“HoldCo”), and Dale B. Smith (“Employee”).
Exhibit 10.2 NON-STATUTORY STOCK OPTION AGREEMENT AGREEMENT dated February 25, 2005 (hereinafter sometimes called the Grant Date) between Walter Industries, Inc., a Delaware corporation having its principal executive offices at 4211 W. Boy Scout...Non-Statutory Stock Option Agreement • March 3rd, 2005 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs
TAX SEPARATION AGREEMENTTax Separation Agreement • April 23rd, 2009 • Walter Industries Inc /New/ • Bituminous coal & lignite mining • New York
THIS TAX SEPARATION AGREEMENT (this “Agreement”) dated as of April 17, 2009 is made and entered into by Walter Industries, Inc., a Delaware corporation (“Walter”) and the Walter Affiliates (as defined below), and Walter Investment Management LLC, a Delaware limited liability company (“Spinco”) and the Spinco Affiliates (as defined below).
WALTER INDUSTRIES, INC. 2,800,000 SHARES OF COMMON STOCK Underwriting Agreement dated June 10, 2008Underwriting Agreement • June 11th, 2008 • Walter Industries Inc /New/ • Bituminous coal & lignite mining • New York
SECOND AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER DATED AS OF FEBRUARY 6, 2009, AMONG WALTER INDUSTRIES, INC., JWH HOLDING COMPANY, LLC, WALTER INVESTMENT MANAGEMENT LLC AND HANOVER CAPITAL MORTGAGE HOLDINGS, INC.Merger Agreement • February 10th, 2009 • Walter Industries Inc /New/ • Bituminous coal & lignite mining • Maryland
THIS SECOND AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as of February 6, 2009, is among Walter Industries, Inc., a Delaware corporation ("Walter"), JWH Holding Company, LLC, a Delaware limited liability company wholly-owned by Walter ("JWHHC"), Walter Investment Management LLC, a Delaware limited liability company wholly-owned by Walter ("Spinco"), and Hanover Capital Mortgage Holdings, Inc., a Maryland corporation ("Hanover") (Walter, JWHHC, Spinco and Hanover, collectively, the "Parties" and each a "Party").
CONFIDENTIAL December 22, 2008 Ms. Lisa A. Honnold Tampa, FL 33607 Dear Lisa:Employment Agreement • February 28th, 2011 • Walter Energy, Inc. • Bituminous coal & lignite mining
The terms of your employment with Walter Industries, Inc. (the “Company”) are currently governed by a letter employment agreement dated March 14, 2006 (the “Original Agreement”). New tax rules under Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”) require that certain provisions of our Original Agreement be amended. Accordingly, you and the Company hereby amend the terms of your employment as set forth below. To the extent the terms of this letter agreement are inconsistent with the terms of the Original Agreement, the terms of this letter agreement will control.
SECOND AMENDED AND RESTATED VARIABLE FUNDING LOAN AGREEMENTVariable Funding Loan Agreement • March 1st, 2007 • Walter Industries Inc /New/ • General bldg contractors - residential bldgs • New York
SECOND AMENDED AND RESTATED VARIABLE FUNDING LOAN AGREEMENT (this “Loan Agreement”), dated as of June 15, 2006, by and among YC SUSI TRUST, a Delaware statutory trust (successor by assignment from Enterprise Funding Corporation, and together with its successors and assigns, a “Lender”), ATLANTIC ASSET SECURITIZATION LLC, a Delaware limited liability company (together with its successors and assigns, a “Lender”), MID-STATE TRUST IX, a Delaware business trust, as borrower (the “Borrower”), TREASURY BANK, A DIVISION OF COUNTRYWIDE BANK, N.A., as custodian (the “Custodian”), THE BANK OF NEW YORK, a New York banking institution, as trustee (the “Trustee”), BANK OF AMERICA, N.A., a national banking association, as agent and a managing agent (in such capacities, the “Agent” and a “Managing Agent” and as a bank investor (in such capacity, a “Bank Investor”) and CALYON NEW YORK BRANCH, a French bank acting through its New York branch, as a managing agent (in such capacity, a “Managing Agent” an
WALTER ENERGY, INC. AND EACH OF THE GUARANTORS PARTY HERETO 9.500% SENIOR SECURED NOTES DUE 2019Indenture • September 30th, 2013 • Walter Energy, Inc. • Bituminous coal & lignite mining • New York
INDENTURE dated as of September 27, 2013 among Walter Energy, Inc., a Delaware corporation, the Guarantors (as defined herein) and Union Bank, N.A., as trustee and collateral agent.
Walter Industries, Inc. Walter Investment Management LLC FORM OF JOINT LITIGATION AGREEMENTJoint Litigation Agreement • April 23rd, 2009 • Walter Industries Inc /New/ • Bituminous coal & lignite mining • New York
THIS JOINT LITIGATION AGREEMENT (this “Agreement”) is made between Walter Industries, Inc., a Delaware corporation (“WLT”), and Walter Investment Management LLC, a Delaware limited liability company (“WIMLLC” and, together with WLT, the “Principals”), and by each of them for their respective subsidiaries (the “Subsidiary Parties” and, together with the Principals, the “Parties”), and the Parties’ respective directors, officers, partners, employees, advisors, affiliates, representatives and agents (“Representatives”), all to the extent reflected in this Agreement, effective as of April 17, 2009 (the “Distribution Date”).
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • March 1st, 2013 • Walter Energy, Inc. • Bituminous coal & lignite mining • Delaware
THIS AGREEMENT (the “Agreement”), effective as of DATE (the “Grant Date”), is made by and between Walter Energy, Inc., a Delaware corporation (the “Company”), and Employee Name, an Employee of the Company (or one of its Subsidiaries, as defined herein), hereinafter referred to as the “Optionee”.
