CONFIDENTIAL ------------ AGREEMENT AND PLAN OF MERGERMerger Agreement • June 10th, 1999 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • Illinois
Exhibit 2 JAC Share Purchase Agreement dated as of September 6, 2001 by and between 1. Jackstadt Holding GmbH (hereinafter "Seller 1") 2. Etiketten GmbH (hereinafter "Seller 2") (collectively the "Sellers") 3. AVERY DENNISON HOLDING GMBH (hereinafter...Share Purchase Agreement • June 3rd, 2002 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes)
ARTICLE I --------- DEFINITIONS -----------Non-Qualified Stock Option Agreement • March 30th, 2000 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • California
Rights Agent Rights AgreementRights Agreement • December 16th, 1997 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • Delaware
SECOND AMENDMENTAgreement • March 26th, 1998 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes)
W I T N E S S E T H:Common Stock Purchase Agreement • October 25th, 1996 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • Delaware
TRUSTEE INDENTUREIndenture • July 3rd, 2001 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • New York
Warrant AgentWarrant Agreement • January 3rd, 1997 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • Massachusetts
AVERY DENNISON CORPORATION $400,000,000 5.750% Senior Notes due 2033 Underwriting AgreementUnderwriting Agreement • March 8th, 2023 • Avery Dennison Corp • Converted paper & paperboard prods (no contaners/boxes) • New York
Avery Dennison Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 2 hereto (the “Underwriters”), for whom the underwriters named in Schedule 1 are acting as representatives (the “Representatives”), $400,000,000 aggregate principal amount of its 5.750% Senior Notes due 2033 (the “Notes”). The Notes will be issued pursuant to an Indenture, dated as of November 20, 2007 (the “Base Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by the Ninth Supplemental Indenture to be dated as of March 15, 2023 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) among the Company and the Trustee.
EXHIBIT 1 AVERY DENNISON CORPORATION U.S. $150,000,000 MEDIUM-TERM NOTES, SERIES D DISTRIBUTION AGREEMENT ----------------------Distribution Agreement • December 16th, 1996 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • New York
Exhibit 10.8.3 -------------- EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") between Avery Dennison Corporation, a Delaware corporation ("Avery" or the "Company") and Robert G. van Schoonenberg (the "Executive"), dated as of the 16th...Employment Agreement • March 28th, 1997 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • California
EXHIBIT 10.21.3 AVERY DENNISON CORPORATION 1996 STOCK INCENTIVE PLAN NON- QUALIFIED STOCK OPTION AGREEMENT THIS AGREEMENT, dated ____________ ____, 2002, is made by and between Avery Dennison Corporation, a Delaware corporation, hereinafter referred...Non-Qualified Stock Option Agreement • March 28th, 2003 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • Delaware
ARTICLE I DEFINITIONSNon-Qualified Stock Option Agreement • March 28th, 2003 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • California
EMPLOYMENT AGREEMENTEmployment Agreement • May 12th, 2005 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • California
This EMPLOYMENT AGREEMENT is entered into by and between Avery Dennison Corporation, a Delaware corporation (the “Company”) and Dean A. Scarborough (the “Executive”), effective as of May 1, 2005.
EXHIBIT (b)(1) COMMERCIAL PAPER DEALER AGREEMENT [4(2) PROGRAM]Commercial Paper Dealer Agreement • June 25th, 1999 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • New York
AVERY DENNISON CORPORATION Underwriting AgreementUnderwriting Agreement • March 6th, 2020 • Avery Dennison Corp • Converted paper & paperboard prods (no contaners/boxes) • New York
Avery Dennison Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 2 hereto (the “Underwriters”), for whom the underwriters named in Schedule 1 are acting as representatives (the “Representatives”), $500,000,000 aggregate principal amount of its 2.650% Senior Notes due 2030 (the “Notes”). The Notes will be issued pursuant to an Indenture, dated as of November 20, 2007 (the “Base Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by the Sixth Supplemental Indenture to be dated as of March 11, 2020 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) among the Company and the Trustee.
Underwriting AgreementUnderwriting Agreement • August 9th, 2004 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • New York
TENDER AND STOCKHOLDER SUPPORT AGREEMENT, dated as of June 3, 1999 (the "Agreement"), by and among Avery Dennison Corporation, a Delaware --------- corporation ("Purchaser"), Vision Acquisition Corporation, a Delaware --------- corporation and a...Tender and Stockholder Support Agreement • June 10th, 1999 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • Delaware
CREDIT AGREEMENT Dated as of June 26, 2024 Among AVERY DENNISON CORPORATION, as the Borrower, MIZUHO BANK, LTD., as Administrative Agent, MIZUHO BANK, LTD. and BANK OF AMERICA, N.A., as Syndication Agents, CITIBANK, N.A., as Documentation Agent and...Credit Agreement • June 27th, 2024 • Avery Dennison Corp • Converted paper & paperboard prods (no contaners/boxes) • California
This CREDIT AGREEMENT (“Agreement”) is entered into as of June 26, 2024, among AVERY DENNISON CORPORATION, a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and MIZUHO BANK, LTD., as Administrative Agent (the “Administrative Agent”).
EXHIBIT 10.8.2.1 EMPLOYMENT AGREEMENT -------------------- This EMPLOYMENT AGREEMENT is entered into by and between Avery Dennison Corporation, a Delaware corporation (the "Company") and Philip M. Neal (the "Executive"), effective as of May 1, 1998....Employment Agreement • March 31st, 1999 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • California
EXHIBIT 4.4 SUPPLEMENTAL WARRANT AGREEMENT SUPPLEMENTAL WARRANT AGREEMENT, dated as of November 28, 1990, between Dennison Manufacturing Company, a Nevada corporation (the "Company"), and First Chicago S.A., a company limited by shares incorporated...Supplemental Warrant Agreement • January 3rd, 1997 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes)
TRUST UNDER AVERY DENNISON CORPORATION CAPITAL ACCUMULATION PLAN This Agreement is made as of the 1st day of October, 1997, by and between Avery Dennison Corporation, a Delaware corporation (the "Company") and Wachovia Bank, N.A. ("Trustee");Trust Agreement • October 24th, 1997 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • California
FIFTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of February 13, 2020 Among AVERY DENNISON CORPORATION, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, CITIBANK, N.A., as Syndication Agent, JPMORGAN CHASE BANK, N.A., as...Credit Agreement • February 14th, 2020 • Avery Dennison Corp • Converted paper & paperboard prods (no contaners/boxes) • California
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • January 30th, 2023 • Avery Dennison Corp • Converted paper & paperboard prods (no contaners/boxes) • California
This FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of February 13, 2020, among AVERY DENNISON CORPORATION, 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 (the “Administrative Agent”), CITIBANK, N.A., as Syndication Agent (the “Syndication Agent”), and JPMORGAN CHASE BANK, N.A., as Documentation Agent (the “Documentation Agent”).
Three Months Ended Nine Months Ended ------------------------------ ----------------------------- September 28, September 30, September 28, September 30, 1996 1995 1996 1995 ------------- -------------- ------------- -------------- (A) Weighted...Financial Reporting • November 12th, 1996 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes)
JOINT FILING AGREEMENT ----------------------Joint Filing Agreement • June 10th, 1999 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes)
Avery Dennison Corporation and Vision Acquisition Corporation agree that the statements on Schedule 13D to which this agreement is attached as an exhibit, and all further amendments thereto, and all filings under Schedule 14D- 1 to which this agreement is attached as an exhibit, and all amendments thereto, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(f)(1)(iii) under the Securities Act of 1934, as amended. In evidence thereof, the undersigned being duly authorized, have executed this Joint Filing Agreement this 10th day of June, 1999.
AVERY DENNISON CORPORATION NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • March 17th, 2005 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • Delaware
THIS AGREEMENT, dated December 2, 2004, is made by and between Avery Dennison Corporation, a Delaware corporation, hereinafter referred to as the “Company,” and *, an employee of Company or a Subsidiary of Company, hereinafter referred to as “Employee.”
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of February 8, 2008 among AVERY DENNISON OFFICE PRODUCTS COMPANY, as the Borrower, AVERY DENNISON CORPORATION, as Holdings, BANK OF AMERICA, N.A., as Administrative Agent, The Other Lenders Party Hereto,...Credit Agreement • May 10th, 2011 • Avery Dennison Corp • Converted paper & paperboard prods (no contaners/boxes) • California
This CREDIT AGREEMENT (“Agreement”) is entered into as of February 8, 2008, among AVERY DENNISON OFFICE PRODUCTS COMPANY, a Nevada corporation (the “Borrower”), AVERY DENNISON CORPORATION, a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”).
AVERY DENNISON CORPORATION Underwriting AgreementUnderwriting Agreement • November 4th, 2024 • Avery Dennison Corp • Converted paper & paperboard prods (no contaners/boxes) • New York
Avery Dennison Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 2 hereto (the “Underwriters”), for whom the underwriters named in Schedule 1 are acting as representatives (the “Representatives”), €500,000,000 aggregate principal amount of its 3.750% Senior Notes due 2034 (the “Notes”). The Notes will be issued pursuant to an Indenture, dated as of November 20, 2007 (the “Base Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by the Tenth Supplemental Indenture to be dated as of November 4, 2024 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) among the Company, the Trustee, The Bank of New York Mellon Trust Company, N.A., as transfer agent and registrar (the “Transfer Agent”), and The Bank of New York Mellon, London Branch, as paying agent and calculation agent (the “Paying Agent”). In connecti
AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of August 10, 2007 among AVERY DENNISON CORPORATION, as the Borrower, CITICORP USA, INC. as Administrative Agent BANK OF AMERICA, N.A. as Syndication Agent and The Other Banks Party Hereto...Revolving Credit Agreement • August 7th, 2008 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • California
THIS FIRST AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT is dated as of August 10, 2007 and is entered into by and among AVERY DENNISON CORPORATION, a Delaware corporation (the “Borrower”), the undersigned banks and other financial institutions (together with each bank and financial institution which becomes a Bank hereunder pursuant to Section 2.12 or Section 10.08, collectively the “Banks”) party hereto, CITICORP USA, INC., as Administrative Agent (the “Administrative Agent”), and BANK OF AMERICA, N.A., as Syndication Agent (the “Syndication Agent”).
PURCHASE AGREEMENT by and among Avery Dennison Corporation (“Parent”), Certain Subsidiaries of Parent (“Parent Subsidiary Sellers”), CCL Industries Inc. (“Buyer Parent”), and Certain Subsidiaries of Buyer Parent (collectively with Buyer Parent,...Purchase Agreement • January 30th, 2013 • Avery Dennison Corp • Converted paper & paperboard prods (no contaners/boxes) • Delaware
This PURCHASE AGREEMENT, dated as of January 29, 2013 (this “Agreement”), is by and among CCL Industries Inc., a corporation organized under the laws of Canada (“Buyer Parent”), one or more subsidiaries of Buyer Parent to be designated pursuant to Section 5.8 (collectively with Buyer Parent, “Buyer”), Avery Dennison Corporation, a Delaware corporation (“Parent”), and those subsidiaries of Parent listed on Annex A (collectively, the “Parent Subsidiary Sellers,” and collectively with Parent, the “Sellers”).
AVERY DENNISON CORPORATION DIRECTOR EQUITY PLAN AGREEMENTDirector Equity Plan Agreement • March 11th, 2004 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • California
THIS AGREEMENT, dated December 4, 2003 is made by and between Avery Dennison Corporation, a Delaware corporation, hereinafter referred to as the “Company,” and *, a non-employee director of Company, hereinafter referred to as “Optionee.”
EXHIBIT 10.8.4 -------------- EMPLOYMENT AGREEMENT -------------------- This EMPLOYMENT AGREEMENT is entered into by and between Avery Dennison Corporation, a Delaware corporation (the "Company") and _______ (the "Executive"), effective as of...Employment Agreement • March 26th, 1998 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • California
AVERY DENNISON CORPORATIONUnderwriting Agreement • March 1st, 2017 • Avery Dennison Corp • Converted paper & paperboard prods (no contaners/boxes) • New York
Avery Dennison Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 2 hereto (the “Underwriters”), for whom the underwriters named in Schedule 1 are acting as representatives (the “Representatives”), €500,000,000 principal amount of its 1.250% Senior Notes due 2025 (the “Notes”). The Notes will be issued pursuant to an Indenture dated as of November 20, 2007 (the “Base Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by the Fourth Supplemental Indenture to be dated as of March 3, 2017 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) among the Company, the Trustee, The Bank of New York Mellon Trust Company, N.A., as transfer agent and registrar (the “Transfer Agent”) and The Bank of New York Mellon, London Branch, as paying agent and calculation agent (the “Paying Agent”). In connection with the iss
ADOP COMPANY, as Issuer, AVERY DENNISON CORPORATION, as Guarantor and THE BANK OF NEW YORK TRUST COMPANY, N.A., as Trustee 6.625% Guaranteed Notes due 2017 INDENTURE Dated as of September 25, 2007Indenture • October 1st, 2007 • Avery Dennison Corporation • Converted paper & paperboard prods (no contaners/boxes) • New York
INDENTURE, dated as of September 25, 2007 among ADOP COMPANY, a Nevada corporation (the “Company”), AVERY DENNISON CORPORATION, a Delaware corporation, as Guarantor (the “Guarantor”), and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association, as Trustee (the “Trustee”).
