AMENDED AND RESTATED WARRANT TO PURCHASE SHARES OF COMMON STOCK OF EASTMAN CHEMICAL COMPANYEastman Chemical Co • November 14th, 2002 • Plastic materials, synth resins & nonvulcan elastomers • Delaware
1 EXHIBIT (d)(1) AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 12th, 2000 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Delaware
ARTICLE ICredit Agreement • August 9th, 2000 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • New York
EXHIBIT 10.03 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement (the" Agreement") is made this ____ day of December, 2001 by and between Eastman Chemical Company, a Delaware corporation (the...Registration Rights Agreement • November 14th, 2002 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • North Carolina
1 Exhibit 10.18 EASTMAN CHEMICAL COMPANY BENEFIT SECURITY TRUST THIS TRUST AGREEMENT is made this 24th day of December, 1997, by and between Eastman Chemical Company ("Company"), and Wachovia Bank, N.A., as Trustee ("Trustee"). W I T N E S S E T H:...Trust Agreement • March 6th, 1998 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • North Carolina
EXHIBIT 10.01 EASTMAN CHEMICAL COMPANY BENEFIT SECURITY TRUST THIS TRUST AGREEMENT is made this 24th day of December, 1997, by and between Eastman Chemical Company ("Company"), and Wachovia Bank, N.A., as Trustee ("Trustee"). W I T N E S S E T H:...Trust Agreement • May 7th, 2001 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • North Carolina
CONFORMED COPY AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 3rd, 1999 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Delaware
WITNESSETH:Employment Agreement • May 4th, 1999 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Tennessee
EASTMAN CHEMICAL COMPANY $300,000,000 3.500% Notes due 2021 $500,000,000 4.500% Notes due 2028 Underwriting AgreementEastman Chemical Co • November 6th, 2018 • Plastic materials, synth resins & nonvulcan elastomers • New York
Eastman Chemical Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $300,000,000 aggregate principal amount of its 3.500% Notes due 2021 (the “2021 Notes”) and $500,000,000 aggregate principal amount of its 4.500% Notes due 2028 (the “2028 Notes” and, together with the 2021 Notes, the “Securities”). The Securities will be issued pursuant to an Indenture dated as of June 5, 2012 (the “Indenture”) between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
EASTMAN CHEMICAL COMPANY $750,000,000 5.625% Notes due 2034 Underwriting AgreementUnderwriting Agreement • February 20th, 2024 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • New York
Eastman Chemical Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $750,000,000 aggregate principal amount of its 5.625% Notes due 2034 (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of June 5, 2012 (the “Indenture”) between the Company and Computershare Trust Company, National Association (as successor to Wells Fargo Bank, National Association), as trustee (the “Trustee”).
EXHIBIT 10.05 SEVERANCE AGREEMENT Eastman Chemical Company, its successors and assigns, ("Eastman"), and Garland Williamson ("Employee"), in exchange of their mutual promises and other acknowledged consideration, agree as follows: 1. That Eastman will...Severance Agreement • August 8th, 2001 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers
FORM OF AGREEMENT EASTMAN CHEMICAL COMPANY DEBT SECURITIES UNDERWRITING AGREEMENTForm of Agreement • August 31st, 1998 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • New York
FORM OF INDEMNIFICATION AGREEMENT BETWEEN EASTMAN CHEMICAL COMPANY AND CERTAIN OFFICERSForm of Indemnification Agreement • August 9th, 2000 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers
WITNESSETH:Employment Agreement • March 13th, 1997 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Tennessee
DIRECTOR/OFFICER INDEMNIFICATION AGREEMENTOfficer Indemnification Agreement • March 5th, 2004 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Delaware
This [Director] [Officer] Indemnification Agreement, dated as of ___________ , 200__ (this " Agreement "), is made by and between Eastman Chemical Company, a Delaware corporation (the " Company "), and _____________________ (" Indemnitee ").
EASTMAN CHEMICAL COMPANY 100 N. EASTMAN ROAD KINGSPORT, TENNESSEE 37660 (423) 229 - 2000 December 4, 2003Eastman Chemical Co • December 5th, 2003 • Plastic materials, synth resins & nonvulcan elastomers • Delaware
1 EXHIBIT 99.1 SHORT FORM MERGER OPTION AGREEMENT SHORT FORM MERGER OPTION AGREEMENT, dated as of April 27, 1999 (the "Agreement"), among Eastman Chemical Company, a Delaware corporation ("Parent"), Lipstick Acquisition Corp., a Delaware corporation...Form Merger Option Agreement • May 3rd, 1999 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Delaware
364-DAY TERM LOAN CREDIT AGREEMENT Dated as of April 9, 2020 Among EASTMAN CHEMICAL COMPANY as Borrower THE INITIAL LENDERS NAMED HEREIN as Initial Lenders CITIBANK, N.A. as Administrative Agent CITIBANK, N.A. BOFA SECURITIES, INC. JPMORGAN CHASE...Assignment and Assumption • April 15th, 2020 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • New York
EASTMAN CHEMICAL COMPANY, a Delaware corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) identified on Schedule I hereto and CITIBANK, N.A. (“Citibank”), as administrative agent (the “Agent”) for the Lenders (as hereinafter defined), agree as follows:
FIVE-YEAR SENIOR TERM LOAN CREDIT AGREEMENT Dated as of February 29, 2012 Among EASTMAN CHEMICAL COMPANY as Borrower THE INITIAL LENDERS NAMED HEREIN as Initial Lenders CITIBANK, N.A. as Administrative Agent CITIGROUP GLOBAL MARKETS INC. and BARCLAYS...Credit Agreement • March 6th, 2012 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Delaware
EASTMAN CHEMICAL COMPANY, a Delaware corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) listed on the signature pages hereof, CITIGROUP GLOBAL MARKETS INC. and BARCLAYS CAPITAL (“Barclays Capital”), the investment banking division of BARCLAYS BANK PLC, as joint lead arrangers, BARCLAYS CAPITAL, as syndication agent, and CITIBANK, N.A. (“Citibank”), as administrative agent (the “Agent”) for the Lenders (as hereinafter defined), agree as follows:
AMENDED AND RESTATED FIVE-YEAR CREDIT AGREEMENTAssignment and Assumption • October 29th, 2018 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • New York
PRELIMINARY STATEMENT. The Company, the lenders party thereto and Citibank, as administrative agent, are parties to a Second Amended and Restated Five Year Credit Agreement dated as of October 9, 2014 (as amended, supplemented or modified prior to the date hereof, the “Existing Credit Agreement”). Subject to the satisfaction of the conditions set forth in Section 3.01 hereof, the parties hereto agree to amend and restate the Existing Credit Agreement as herein set forth.
AMENDMENT NO. 1 TO THE CREDIT AGREEMENTCredit Agreement • April 28th, 2023 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • New York
AMENDMENT NO. 1 TO THE CREDIT AGREEMENT (this “Amendment”) by and among EASTMAN CHEMICAL COMPANY, a Delaware corporation (the “Company”), the financial institutions party hereto (collectively, the “Lenders”), and CITIBANK, N.A., as administrative agent for the Lenders (in such capacity, the “Agent”).
EASTMAN CHEMICAL COMPANY and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of June 5, 2012Eastman Chemical Co • June 5th, 2012 • Plastic materials, synth resins & nonvulcan elastomers • New York
This INDENTURE dated as of , 20 is between Eastman Chemical Company, a Delaware corporation, and Wells Fargo Bank, National Association, a national banking association organized under the laws of the United States of America, as trustee (the “Trustee”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG SOLUTIA INC., EASTMAN CHEMICAL COMPANY AND EAGLE MERGER SUB CORPORATION DATED JANUARY 26, 2012Agreement and Plan of Merger • January 30th, 2012 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Delaware
AGREEMENT AND PLAN OF MERGER, dated January 26, 2012 (as may be amended, supplemented or otherwise modified from time to time in accordance with its terms, this “Agreement”), by and among Solutia Inc., a Delaware corporation (the “Company”), Eastman Chemical Company, a Delaware corporation (“Parent”), Eagle Merger Sub Corporation, a Delaware corporation and indirect Subsidiary of Parent (“Merger Sub”).
EXHIBIT 1.1 FORM OF AGREEMENT EASTMAN CHEMICAL COMPANY EQUITY SECURITIES UNDERWRITING AGREEMENTForm of Agreement • March 17th, 2004 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • New York
AGREEMENT AND PLAN OF MERGER By and among Eastman Chemical Company, Stella Merger Corp. and Taminco Corporation Dated as of September 11, 2014Agreement and Plan of Merger • September 17th, 2014 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of September 11, 2014 (the “Agreement”), by and among Eastman Chemical Company, a Delaware corporation (“Parent”), Stella Merger Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Taminco Corporation, a Delaware corporation (“Company”). Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 8.19.
EXHIBIT 10.12 FORM OF SEVERANCE AGREEMENT The Company has entered into the following Amended and Restated Severance Agreement with each of the "named executive officers" (as defined in Item 402(a)(3) of Regulation S-K) of the registrant and certain...Form of Severance Agreement • March 12th, 2002 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Delaware
EXHIBIT 10.07 RETIREMENT AND CONSULTING AGREEMENT THIS RETIREMENT AND CONSULTING AGREEMENT is entered into as of December 7, 2001, by and between Earnest W. Deavenport, Jr. ("Mr. Deavenport") and Eastman Chemical Company (the "Company"). WHEREAS, Mr....Retirement and Consulting Agreement • March 12th, 2002 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Tennessee
CHANGE IN CONTROL AGREEMENT BETWEEN AND EASTMAN CHEMICAL COMPANYChange in Control Agreement • February 23rd, 2011 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Delaware
THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) is entered into by and between Eastman Chemical Company, a Delaware corporation (the “Company”) and ____________________________ (“Executive”), as of ___________________ (the “Execution Date”).
FIVE-YEAR SENIOR TERM LOAN CREDIT AGREEMENT Dated as of October 9, 2014 Among EASTMAN CHEMICAL COMPANY as Borrower THE INITIAL LENDERS NAMED HEREIN as Initial Lenders CITIBANK, N.A. as Administrative Agent CITIGROUP GLOBAL MARKETS INC. and MERRILL...Credit Agreement • October 15th, 2014 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • Delaware
EASTMAN CHEMICAL COMPANY, a Delaware corporation (the “Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) listed on the signature pages hereof, CITIGROUP GLOBAL MARKETS INC., J.P. MORGAN SECURITIES LLC and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as joint lead arrangers, BANK OF AMERICA, N.A., as documentation agent, JPMORGAN CHASE BANK, N.A., as syndication agent, and CITIBANK, N.A. (“Citibank”), as administrative agent (the “Agent”) for the Lenders (as hereinafter defined), agree as follows:
AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT Dated as of July 9, 2008 AmongReceivables Purchase Agreement • July 30th, 2015 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • New York
TERM LOAN AGREEMENTTerm Loan Agreement • February 15th, 2023 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • New York
EXHIBIT 1.2 FORM OF AGREEMENT EASTMAN CHEMICAL COMPANY DEBT SECURITIES UNDERWRITING AGREEMENTForm of Agreement • March 17th, 2004 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • New York
THIRD AMENDED AND RESTATED FIVE-YEAR CREDIT AGREEMENT Dated as of February 14, 2024 Among EASTMAN CHEMICAL COMPANY as Company THE INITIAL LENDERS NAMED HEREIN as Initial Lenders CITIBANK, N.A. as Administrative Agent, CITIBANK, N.A. and MIZUHO BANK,...Year Credit Agreement • February 14th, 2024 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers • New York
PRELIMINARY STATEMENT. The Company, the lenders party thereto and Citibank, as administrative agent, are parties to a Second Amended and Restated Five Year Credit Agreement dated as of December 3, 2021 (as amended, supplemented or modified prior to the date hereof, the “Existing Credit Agreement”). Subject to the satisfaction of the conditions set forth in Section 3.01 hereof, the parties hereto agree to amend and restate the Existing Credit Agreement as herein set forth.
AMENDMENT DATED MARCH 22nd 2016 TO THE NON – RECOURSE ACCOUNTS RECEIVABLE PURCHASE AGREEMENT DATED APRIL 25th 2014 Concluded between, BNP PARIBAS FORTIS FACTOR N.V. located at 2300 Turnhout, Steenweg op Tielen 51 RPM/RPR n° 0414.392.710 Hereinafter...Eastman Chemical Co • August 3rd, 2016 • Plastic materials, synth resins & nonvulcan elastomers
AMENDMENT DATED DECEMBER 16th, 2016 TO THE AMENDED AND RESTATED NON-RECOURSE ACCOUNTS RECEIVABLE PURCHASE AGREEMENT DATED OCTOBER 31st, 2012Eastman Chemical Co • February 27th, 2017 • Plastic materials, synth resins & nonvulcan elastomers
• The Parties have concluded an amended and restated non - recourse accounts receivable purchase agreement dated October 31st 2012 as amended from time to time by means of subsequent amendments thereto (the “Agreement”);
