1 EXHIBIT 1.1 ----------------------------------------------------------------- --------------- 5,000,000 Depositary Units PLUM CREEK TIMBER COMPANY, L.P. (a Delaware limited partnership) Depositary Units Representing Limited Partner Interests...Purchase Agreement • October 17th, 1996 • Plum Creek Timber Co L P • Lumber & wood products (no furniture) • New York
Contract Type FiledOctober 17th, 1996 Company Industry Jurisdiction
EXHIBIT 9.1 VOTING AGREEMENT AND CONSENT VOTING AGREEMENT AND CONSENT (this "Agreement"), dated as of July 18, 2000, by and among Plum Creek Timber Company, Inc., a corporation organized under the laws of the state of Delaware (the "Company"),...Voting Agreement • July 20th, 2000 • Plum Creek Timber Co Inc • Real estate investment trusts • Delaware
Contract Type FiledJuly 20th, 2000 Company Industry Jurisdiction
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 11th, 2003 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledMarch 11th, 2003 Company Industry Jurisdiction
WITNESSETH:Asset Purchase Agreement • October 23rd, 1996 • Plum Creek Timber Co L P • Lumber & wood products (no furniture) • New York
Contract Type FiledOctober 23rd, 1996 Company Industry Jurisdiction
AGREEMENT OF LIMITED PARTNERSHIP OF PLUM CREEK ACQUISITION PARTNERS, L.P.Limited Partnership Agreement • January 28th, 1999 • Plum Creek Timber Co L P • Lumber & wood products (no furniture)
Contract Type FiledJanuary 28th, 1999 Company Industry
Exhibit 1.1 DRAFT 11/15/01 PLUM CREEK TIMBER COMPANY, INC. a Delaware corporation 8,566,637 Shares of Common Stock PURCHASE AGREEMENT Dated: November -, 2001 TABLE OF CONTENTSPurchase Agreement • November 15th, 2001 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledNovember 15th, 2001 Company Industry Jurisdiction
1 EXHIBIT 1.1 ________ SHARES PLUM CREEK TIMBER COMPANY, INC. COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 28th, 1999 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledOctober 28th, 1999 Company Industry Jurisdiction
EXHIBIT 2.7 PURCHASE AND SALE AGREEMENT THIS AGREEMENT (this "Agreement"), made as of September 19, 2002, by and between Plum Creek Timberlands, L.P., a Delaware limited partnership ("PC Timberlands"); Plum Creek Marketing, Inc., a Delaware...Purchase and Sale Agreement • March 11th, 2003 • Plum Creek Timber Co Inc • Real estate investment trusts • Wisconsin
Contract Type FiledMarch 11th, 2003 Company Industry Jurisdiction
SUNTRUST BANK,Credit Agreement • March 11th, 2003 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledMarch 11th, 2003 Company Industry Jurisdiction
EXHIBIT 6 PLUM CREEK TIMBER COMPANY, INC. a Delaware corporation 7,500,000 Shares of Common Stock PURCHASE AGREEMENT Dated: November 15, 2001Purchase Agreement • November 21st, 2001 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledNovember 21st, 2001 Company Industry Jurisdiction
R E C I T A L SCredit Agreement • November 13th, 1995 • Plum Creek Timber Co L P • Sawmills & planting mills, general • California
Contract Type FiledNovember 13th, 1995 Company Industry Jurisdiction
FORM OFRegistration Rights Agreement • January 28th, 1999 • Plum Creek Timber Co L P • Lumber & wood products (no furniture) • New York
Contract Type FiledJanuary 28th, 1999 Company Industry Jurisdiction
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 13th, 1995 • Plum Creek Timber Co L P • Sawmills & planting mills, general • California
Contract Type FiledNovember 13th, 1995 Company Industry Jurisdiction
AMENDMENT NO. 1 TO VOTING AGREEMENT AND CONSENTVoting Agreement • June 14th, 2001 • Plum Creek Timber Co Inc • Real estate investment trusts
Contract Type FiledJune 14th, 2001 Company Industry
FORM OFSecured Promissory Note • January 28th, 1999 • Plum Creek Timber Co L P • Lumber & wood products (no furniture) • Washington
Contract Type FiledJanuary 28th, 1999 Company Industry Jurisdiction
Exhibit 10.14 November 20, 2001 Mr. Thomas Lindquist [Address Omitted] Fax [number omitted] Dear Tom: You ("Executive") have previously agreed to be employed by Plum Creek Timber Company, Inc. (the "Company" or "Plum Creek") pursuant to the terms...Executive Agreement • March 11th, 2003 • Plum Creek Timber Co Inc • Real estate investment trusts
Contract Type FiledMarch 11th, 2003 Company Industry
AMENDMENT NO. 1 TO VOTING AGREEMENT AND CONSENTVoting Agreement • September 13th, 2001 • Plum Creek Timber Co Inc • Real estate investment trusts
Contract Type FiledSeptember 13th, 2001 Company Industry
FORM OFSecurity and Pledge Agreement • January 28th, 1999 • Plum Creek Timber Co L P • Lumber & wood products (no furniture) • Washington
Contract Type FiledJanuary 28th, 1999 Company Industry Jurisdiction
AMENDED AND RESTATED TERM LOAN AGREEMENTTerm Loan Agreement • February 28th, 2014 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledFebruary 28th, 2014 Company Industry Jurisdiction
PLUM CREEK TIMBERLANDS, L.P., as Issuer and PLUM CREEK TIMBER COMPANY, INC., as Guarantor to U.S. Bank National Association, as Trustee Indenture Dated as of November 14, 2005 Debt SecuritiesIndenture • November 14th, 2005 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledNovember 14th, 2005 Company Industry JurisdictionTHIS INDENTURE, dated as of November 14, 2005 by and among PLUM CREEK TIMBERLANDS, L.P., a Delaware limited partnership (the “Issuer”), PLUM CREEK TIMBER COMPANY, INC., a Delaware corporation (the “Guarantor”), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”),
BY AND BETWEENMerger Agreement • January 28th, 1999 • Plum Creek Timber Co L P • Lumber & wood products (no furniture) • Delaware
Contract Type FiledJanuary 28th, 1999 Company Industry Jurisdiction
EXHIBIT 10.16 STOCK OPTION AND DIVIDEND EQUIVALENT AWARD AGREEMENT AGREEMENT made as of the ____ day of _______, 200___, between Plum Creek Timber Company, Inc., a Delaware corporation (the "Company"), and __________ ("Director"). Terms used herein,...Stock Option Agreement • March 11th, 2003 • Plum Creek Timber Co Inc • Real estate investment trusts • Washington
Contract Type FiledMarch 11th, 2003 Company Industry Jurisdiction
REVOLVING CREDIT AGREEMENT Dated as of March 2, 2012 among PLUM CREEK TIMBERLANDS, L.P., as the Borrower, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swing Line Lender and L/C Issuer, THE BANK OF TOKYO- MITSUBISHI UFJ, LTD., THE...Revolving Credit Agreement • March 5th, 2012 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledMarch 5th, 2012 Company Industry JurisdictionReference is made to that certain Revolving Credit Agreement, dated as of March 2, 2012 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Agreement;” the terms defined therein being used herein as therein defined), among Plum Creek Timberlands, L.P., a Delaware limited partnership (the “Borrower”), the Lenders from time to time party thereto, and Wells Fargo Bank, National Association, as Administrative Agent, L/C Issuer and Swing Line Lender.
S.D. WARREN COMPANY AS SELLER AND PLUM CREEK TIMBER COMPANY, L.P. AS PURCHASER DATED AS OF OCTOBER 5, 1998Purchase and Sale Agreement • November 13th, 1998 • Plum Creek Timber Co L P • Lumber & wood products (no furniture) • Maine
Contract Type FiledNovember 13th, 1998 Company Industry Jurisdiction
PLUM CREEK TIMBER COMPANY, INC. and as Depositary and HOLDERS OF DEPOSITARY RECEIPTS DEPOSIT AGREEMENT Dated as of ____________ ___, ___Deposit Agreement • August 24th, 2004 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledAugust 24th, 2004 Company Industry Jurisdiction
CREDIT AGREEMENT Dated as of June 29, 2006 among PLUM CREEK TIMBERLANDS, L.P., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, SUNTRUST BANK, as Syndication Agent, THE BANK OF TOKYO- MITSUBISHI UFJ,...Credit Agreement • July 3rd, 2006 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledJuly 3rd, 2006 Company Industry Jurisdiction
TERM LOAN AGREEMENT Dated as of March 2, 2012 among PLUM CREEK TIMBERLANDS, L.P., as the Borrower, NORTHWEST FARM CREDIT SERVICES, PCA, as Administrative Agent, COBANK, ACB as Syndication Agent, THE LENDERS PARTY HERETO NORTHWEST FARM CREDIT SERVICES,...Term Loan Agreement • March 5th, 2012 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledMarch 5th, 2012 Company Industry Jurisdiction[to the best knowledge of the undersigned during such fiscal period, the Borrower performed and observed each covenant and condition of the Loan Documents applicable to it, and no Default has occurred and is continuing.]
STOCK INCENTIVE PLAN 2011 AWARD AGREEMENTStock Incentive Plan Award Agreement • February 25th, 2011 • Plum Creek Timber Co Inc • Real estate investment trusts • Washington
Contract Type FiledFebruary 25th, 2011 Company Industry JurisdictionAGREEMENT made as of the 7th day of February 2011, between Plum Creek Timber Company, Inc., a Delaware corporation (the “Company”), and the individual identified on the Award Agreement Acceptance attached hereto (the “Acceptance”), an employee of Plum Creek Timberlands, L.P., a subsidiary of the Company (“Employee”). In recognition of the important contributions that Employee makes to the success of the Company, and in consideration of the mutual agreements and other matters set forth herein and in the Plum Creek Timber Company, Inc. Amended and Restated Stock Incentive Plan, as the same may be amended from time to time (as amended, the “Plan”), which Plan is incorporated herein by reference as a part of this Agreement, the Company hereby grants to Employee under the Plan the following long-term incentive awards on the terms and conditions set forth below.
As of December 19, 2002 To each of the Noteholders listed on the signature pages attached hereto Dear Noteholder: Plum Creek Timberlands, L.P., (together with any Person who succeeds to all or substantially all of Plum Creek Timberlands, L.P.'s assets...Senior Note Agreement • March 11th, 2003 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledMarch 11th, 2003 Company Industry Jurisdiction
ContractAward Agreement • February 28th, 2014 • Plum Creek Timber Co Inc • Real estate investment trusts • Washington
Contract Type FiledFebruary 28th, 2014 Company Industry JurisdictionThis AWARD AGREEMENT made as of the 3rd day of February 2014 (the “Agreement”), between Plum Creek Timber Company, Inc., a Delaware corporation (the “Company”), and the individual identified on the Award Agreement Acceptance attached hereto (the “Acceptance”), an employee of Plum Creek Timberlands, L.P., a subsidiary of the Company (“Employee”). In recognition of the important contributions that Employee makes to the success of the Company, and in consideration of the mutual agreements and other matters set forth herein and in the 2012 Plum Creek Timber Company, Inc. Stock Incentive Plan, as the same may be amended from time to time (the “Plan”), which Plan is incorporated herein by reference as a part of this Agreement, the Company hereby grants to Employee under the Plan the following long-term incentive awards on the terms and conditions set forth below.
ARTICLE ILimited Partnership Agreement • November 13th, 1995 • Plum Creek Timber Co L P • Sawmills & planting mills, general • Delaware
Contract Type FiledNovember 13th, 1995 Company Industry Jurisdiction
PLUM CREEK STOCK INCENTIVE PLAN AWARD AGREEMENTStock Incentive Plan Award Agreement • February 25th, 2011 • Plum Creek Timber Co Inc • Real estate investment trusts • Washington
Contract Type FiledFebruary 25th, 2011 Company Industry JurisdictionAGREEMENT made as of the 8th day of February 2011, between Plum Creek Timber Company, Inc., a Delaware corporation (the “Company”), and [Name of Director], a member of the board of directors of the Company (“Director”). Terms used herein, unless otherwise defined herein, shall have the meanings ascribed to them in the Amended and Restated Plum Creek Timber Company, Inc. Stock Incentive Plan, as the same may be amended from time to time (as amended, the “Plan”). To carry out the purposes of the Plan by affording Director the opportunity to acquire shares of common stock, par value $.01 per share, of the Company, and to receive certain other benefits under the Plan, and in consideration of the mutual agreements and other matters set forth herein and in the Plan, the Company and Director hereby agree as follows:
FORM OF STOCK WARRANT AGREEMENT PLUM CREEK TIMBER COMPANY, INC. and as Warrant Agent WARRANT AGREEMENT Dated as of ____________, ____Warrant Agreement • August 24th, 2004 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledAugust 24th, 2004 Company Industry Jurisdiction
CREDIT AGREEMENT Dated as of March 28, 2008 among PLUM CREEK TIMBERLANDS, L.P., as the Borrower BANK OF AMERICA, N.A., as Administrative Agent THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. and THE ROYAL BANK OF SCOTLAND PLC, as Syndication Agents THE OTHER...Credit Agreement • March 31st, 2008 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledMarch 31st, 2008 Company Industry JurisdictionReference is made to that certain Credit Agreement, dated as of March 28, 2008 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Agreement;” the terms defined therein being used herein as therein defined), among Plum Creek Timberlands, L.P., a Delaware limited partnership (the “Borrower”), the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent.
PLUM CREEK TIMBERLANDS, L.P. 3.25% Notes due 2023 Fully and Unconditionally Guaranteed by PLUM CREEK TIMBER COMPANY, INC. a Delaware corporation PURCHASE AGREEMENT Dated: November 14, 2012Purchase Agreement • November 26th, 2012 • Plum Creek Timber Co Inc • Real estate investment trusts • New York
Contract Type FiledNovember 26th, 2012 Company Industry JurisdictionThe Debt Securities will be fully and unconditionally guaranteed as to payment of the principal of, and premium, if any, and interest on, the Debt Securities (the “Guarantee” and, together with the Debt Securities, the “Securities”) by the Company. The Securities will be issued pursuant to an Indenture, dated as of November 14, 2005, among the Operating Partnership, the Company and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by an officer’s certificate, to be dated November 26, 2012 (such Indenture as amended or supplemented is herein referred to as the “Indenture”).