Published CUSIP Number: 80688GAA3 AMENDED AND RESTATED CREDIT AGREEMENT Dated as of November 8, 2005Credit Agreement • November 15th, 2005 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Washington
JOINT FILING AGREEMENTJoint Filing Agreement • August 8th, 2003 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods
EXHIBIT 10.2 ------------ YEON BUSINESS CENTER (3330 NW YEON AVENUE) LEASE AGREEMENT SCHNITZER INVESTMENT CORP.Lease Agreement • November 24th, 2003 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods
EXHIBIT 10.10 ------------- PURCHASE AND SALE AGREEMENT (SACRAMENTO COUNTY PROPERTY) DATED: August 7, 2003 BETWEEN: SCHNITZER INVESTMENT CORP., an Oregon corporation ("Seller")Purchase and Sale Agreement • November 24th, 2003 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • California
OFFICE LEASEOffice Lease • November 21st, 1997 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 3rd, 2016 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
This Indemnification Agreement (“Agreement”), dated as of April 27, 2016, is by and between Schnitzer Steel Industries, Inc., an Oregon corporation (the “Company”) and _______________ (the “Indemnitee”).
EXHIBIT 10.9 ------------ SIXTH AMENDMENT TO SSI INTERNATIONAL TERMINALS LEASE AGREEMENT DATED: August 7, 2003Lease Agreement • November 24th, 2003 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods
RECITALSSchnitzer Steel Industries Inc • November 24th, 2003 • Wholesale-misc durable goods
March 24, 2006Schnitzer Steel Industries Inc • April 12th, 2006 • Wholesale-misc durable goods • Oregon
Schnitzer Steel Industries, Inc., an Oregon corporation (the “Company”), considers the establishment and maintenance of a sound and vital management to be essential to protecting and enhancing the best interests of the Company. In this connection, the Company recognizes that, as is the case with many publicly held corporations, the possibility of a change in control may exist and that such possibility, and the uncertainty and questions which it may raise among management, may result in the departure or distraction of management personnel to the detriment of the Company, its customers and its shareholders. Accordingly, the Board of Directors of the Company (the “Board”) has determined that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of members of the Company’s management to their assigned duties without distraction in circumstances arising from the possibility of a change in control of the Company.
INDEMNITY AGREEMENTIndemnity Agreement • July 28th, 2006 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
THIS AGREEMENT is made as of ____________, 2006 by and between Schnitzer Steel Industries, Inc., an Oregon corporation (Company), and _______________ (Indemnitee), a director or officer of the Company.
SCHNITZER STEEL INDUSTRIES, INC. LONG-TERM INCENTIVE AWARD AGREEMENT (FY2023-FY2025 Performance Period)Schnitzer Steel • January 5th, 2023 • Schnitzer Steel Industries, Inc. • Wholesale-misc durable goods • Oregon
On November 11, 2022, the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Schnitzer Steel Industries, Inc. (the “Company”) authorized and granted a performance-based award to _________________ (“Recipient”) pursuant to Section 10 of the Company’s 1993 Stock Incentive Plan (the “Plan”). By accepting this award, Recipient agrees to all of the terms and conditions of this Agreement.
EXHIBIT 10.26Schnitzer Steel Industries Inc • November 29th, 2000 • Wholesale-misc durable goods
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit • January 9th, 2019 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
Pursuant to Section 8 of the 1993 Stock Incentive Plan (the “Plan”) of Schnitzer Steel Industries, Inc., an Oregon corporation (the “Company”), on November 15, 2018 the Compensation Committee of the Board of Directors of the Company authorized and granted to ________________ (the “Recipient”) an award of restricted stock units with respect to the Company’s Class A Common Stock (“Common Stock”), subject to the terms and conditions of this agreement between the Company and the Recipient (this “Agreement”). By accepting this award, the Recipient agrees to all of the terms and conditions of this Agreement.
FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 28th, 2018 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • New York
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of April 6, 2016, among SCHNITZER STEEL INDUSTRIES, INC., an Oregon corporation (the “US Borrower”), SCHNITZER STEEL CANADA LTD., a British Columbia corporation (“Schnitzer Steel Canada” and together with certain Subsidiaries of the US Borrower party hereto pursuant to Section 2.15, collectively, the “Canadian Borrowers” and individually, a “Canadian Borrower”), each US Lender from time to time party hereto, BANK OF MONTREAL, as Canadian Lender, and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer.
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • January 4th, 2024 • Schnitzer Steel Industries, Inc. • Wholesale-misc durable goods • Oregon
Pursuant to Section 8 of the 1993 Stock Incentive Plan (the “Plan”) of Schnitzer Steel Industries, Inc., an Oregon corporation (the “Company”), on November 10, 2023 the Compensation and Human Resources Committee of the Board of Directors of the Company (the “Committee”) authorized and granted to ________________ (the “Recipient”) an award of restricted stock units with respect to the Company’s Class A Common Stock (“Common Stock”), subject to the terms and conditions of this agreement between the Company and the Recipient (this “Agreement”). By accepting this award, the Recipient agrees to all of the terms and conditions of this Agreement.
BACKGROUNDEmployment Agreement • January 5th, 2005 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
CHANGE OF CONTROL SEVERANCE AGREEMENTChange of Control Severance Agreement • October 27th, 2015 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
AGREEMENT, dated as of _______ (this “Agreement”), by and between Schnitzer Steel Industries, Inc., an Oregon corporation (the “Company”), and ______ (the “Executive”).
SCHNITZER STEEL INDUSTRIES, INC. AMENDED AND RESTATED SCHEDULE 13G FILING AGREEMENT AND POWER OF ATTORNEY13g Filing Agreement and Power of Attorney • February 11th, 2010 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods
This AMENDED AND RESTATED SCHEDULE 13G FILING AGREEMENT AND POWER OF ATTORNEY (the “Agreement”) is entered into as of December 31, 2005 by and among the undersigned beneficial owners (the “Beneficial Owners”) of Class B Common Stock of Schnitzer Steel Industries, Inc. (the “Company”).
RECITALSStock and Membership Interest Purchase Agreement • January 14th, 2004 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
SCHNITZER STEEL INDUSTRIES, INC. LONG-TERM INCENTIVE AWARD AGREEMENTTerm Incentive Award Agreement • January 8th, 2015 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
On October 29, 2014, the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Schnitzer Steel Industries, Inc. (the “Company”) authorized and granted a performance-based award to _________________ (“Recipient”) pursuant to Section 11 of the Company’s 1993 Stock Incentive Plan (the “Plan”). Compensation paid pursuant to the award is intended to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code of 1986 (the “Code”). By accepting this award, Recipient agrees to all of the terms and conditions of this Agreement.
TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 30th, 2015 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Washington
This THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Amendment”) is entered into as of June 25, 2015, among SCHNITZER STEEL INDUSTRIES, INC., an Oregon corporation (the “US Borrower”), SCHNITZER STEEL CANADA LTD., a British Columbia corporation (successor by amalgamation to SCHNITZER STEEL BC, INC. and SCHNITZER STEEL PACIFIC, INC., the “Canadian Borrower”), the undersigned Lenders (defined below) and BANK OF AMERICA, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), Swing Line Lender and L/C Issuer.
SCHNITZER STEEL INDUSTRIES, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 4th, 2008 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
In consideration of the mutual covenants contained herein, and other good and valuable consideration, the Company and Executive agree as follows.
exhibit 10.14 ------------- NON-STATUTORY STOCK OPTION AGREEMENT 1993 STOCK INCENTIVE PLAN, AS AMENDED THIS AGREEMENT is made as of _____________ between SCHNITZER STEEL INDUSTRIES, INC., an Oregon corporation (the "Company") and _____________ (the...Non-Statutory Stock Option Agreement • January 5th, 2005 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods
October 29, 2008Schnitzer Steel Industries Inc • November 4th, 2008 • Wholesale-misc durable goods • Oregon
Schnitzer Steel Industries, Inc., an Oregon corporation (the “Company”), considers the establishment and maintenance of a sound and vital management to be essential to protecting and enhancing the best interests of the Company. In this connection, the Company recognizes that, as is the case with many publicly held corporations, the possibility of a change in control may exist and that such possibility, and the uncertainty and questions which it may raise among management, may result in the departure or distraction of management personnel to the detriment of the Company, its customers and its shareholders. Accordingly, the Board of Directors of the Company (the “Board”) has determined that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of members of the Company’s management to their assigned duties without distraction in circumstances arising from the possibility of a change in control of the Company.
SCHNITZER STEEL INDUSTRIES, INC. AMENDED AND RESTATED SCHEDULE 13G FILING AGREEMENT AND POWER OF ATTORNEY13g Filing Agreement and Power of Attorney • February 14th, 2006 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods
This AMENDED AND RESTATED SCHEDULE 13G FILING AGREEMENT AND POWER OF ATTORNEY (the “Agreement”) is entered into as of December 31, 2005 by and among the undersigned beneficial owners (the “Beneficial Owners”) of Class B Common Stock of Schnitzer Steel Industries, Inc. (the “Company”).
SCHNITZER STEEL INDUSTRIES, INC. LONG-TERM INCENTIVE AWARD AGREEMENT (FY 20___-20___Performance Period)Term Incentive Award Agreement • October 29th, 2007 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
On ___, 20 , the Compensation Committee (the “Committee”) of the Company’s Board of Directors (the “Board”) authorized and granted a performance-based award to (“Recipient”) pursuant to Section 11 of the Company’s 1993 Stock Incentive Plan (the “Plan”). Compensation paid pursuant to the award is intended to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code of 1986 (the “Code”). By accepting this award, Recipient agrees to all of the terms and conditions of this Agreement.
RECITALSSchnitzer Steel Industries Inc • November 21st, 1997 • Wholesale-misc durable goods
AMENDMENT NO. 2 TO JUNE 29, 2011 AGREEMENT, 2011 Agreement • October 24th, 2017 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods
This Amendment (“Amendment”) dated as of October 29, 2014, is made by and between Schnitzer Steel Industries, Inc. (the “Company”) and John D. Carter, Chairman of the Company’s Board of Directors (“Chairman”).
FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT RESTRICTED STOCK UNIT AWARD AGREEMENTAward Agreement • November 8th, 2006 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
This Award Agreement (the “Agreement”) is entered into as of ___________, 2006 (the “Award Date”) by and between Schnitzer Steel Industries, Inc., an Oregon corporation (the “Company”), and ____________ , an employee of the Company or a parent or subsidiary of the Company (the “Recipient”), for the award of restricted stock units with respect to the Company’s Class A Common Stock (“Common Stock”).
AMENDMENT NO. 1 TO LEASESchnitzer Steel Industries Inc • January 9th, 2006 • Wholesale-misc durable goods
This Amendment No. 1 to Lease is made as of the 1st day of February, 2004 and between SCHNITZER INVESTMENT CORP., an Oregon corporation (“Landlord”), and SCHNITZER STEEL INDUSTRIES, INC., an Oregon corporation (“Tenant”).
LONG-TERM INCENTIVE AWARD AGREEMENT (FY 20__-20__ Performance Period - ___________)Award Agreement • February 3rd, 2006 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
This Agreement is entered into as of __________ __, 20__, between Schnitzer Steel Industries, Inc., an Oregon corporation (the “Company”), and _____________ (“Recipient”).
SECURITY AGREEMENTSecurity Agreement • April 7th, 2016 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods
THIS SECURITY AGREEMENT (this “Agreement”) is entered into as of April 6, 2016 among Schnitzer Steel Industries, Inc. (the “US Borrower”), the other parties identified as “Grantors” on the signature pages hereto and such other parties that may become Grantors hereunder after the date hereof (together with the US Borrower, each individually a “Grantor”, and collectively, the “Grantors”) and Bank of America, N.A., in its capacity as administrative agent (the “Administrative Agent”) for the holders of the Obligations.
CONSULTING AGREEMENT between SCHNlTZER STEEL INDUSTRIES, INC. and Gary A. Schnitzer For Work Generally Entitled General Consulting ServicesConsulting Agreement • April 2nd, 2009 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • Oregon
STOCK OPTION AGREEMENT NON-STATUTORY STOCK OPTION AGREEMENTStock Option Agreement • August 31st, 2012 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods
Pursuant to the 1993 Stock Incentive Plan, as amended of SCHNITZER STEEL INDUSTRIES, INC., an Oregon corporation (the “Company”), the Company grants to ______________ (the “Optionee”), the right and option (the “Option”) to purchase all or any part of _______ shares of the Company's Class A Common Stock at a purchase price of $34.75 per share, subject to the terms and conditions of this agreement between the Company and the Optionee (this “Agreement”). By accepting this Option grant, the Optionee agrees to all of the terms and conditions of the Option grant. The terms and conditions of the Option grant set forth in attached Exhibit A are incorporated into and made a part of this Agreement.
MASTER AGREEMENT by and among HUGO NEU CO., LLC, HNE RECYCLING LLC, HNW RECYCLING LLC, and JOINT VENTURE OPERATIONS, INC. and for certain limited purposes HUGO NEU CORPORATION and SCHNITZER STEEL INDUSTRIES, INC. As of June 8, 2005Master Agreement • June 9th, 2005 • Schnitzer Steel Industries Inc • Wholesale-misc durable goods • New York
Master Agreement, dated as of June 8, 2005 (as amended, restated or supplemented from time to time, this “Agreement”), by and among Hugo Neu Co., LLC, a Delaware limited liability company (“HNC I LLC”), HNE Recycling LLC, a Delaware limited liability company (“HNC II LLC”), HNW Recycling LLC, a Delaware limited liability company (“HNC III LLC”), and Joint Venture Operations, Inc., a Delaware corporation (“JVOI”), and, solely for purposes of Sections 2.3, 2.5(d), 2.5(e), 2.5(f), 2.5(g), 2.5(h), 2.5(i), 2.5(j), 2.5(k), 2.5(l), 2.5(m), 2.7, 8.9 and 8.11 and Articles V (but only to the extent any sections therein bind HNC or SSI, as applicable), IX, X and XI, Hugo Neu Corporation, a New York corporation (“HNC”), and Schnitzer Steel Industries, Inc., an Oregon corporation (“SSI”).
