EXHIBIT 2.2
EXECUTION COPY
06 December, 2001
RADNOR HOLDINGS CORPORATION
as Guarantor
and
STYROCHEM EUROPE (THE NETHERLANDS) B.V.
as Vendor
and
CRH EUROPE B.V.
as Purchaser
and
CRH NEDERLAND B.V.
as Purchaser Guarantor
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SUPPLEMENTAL AGREEMENT
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Xxxxxxx Xxxx Slate Xxxxxxx & Xxxx LLP
One Canada Square
Xxxxxx Xxxxx
Xxxxxx X00 0XX
THE UNDERSIGNED:
1 RADNOR HOLDINGS CORPORATION, a Delaware corporation ("Radnor");
2 STYROCHEM EUROPE (THE NETHERLANDS) B.V., a company incorporated in the
Netherlands under register No. 33296091 (the "Vendor");
3 CRH EUROPE B.V., a company incorporated in The Netherlands under register
number 28068879 (the "Purchaser"); and
4 CRH NEDERLAND B.V., a company incorporated in The Netherlands, under
register number 28068878 ("CRH").
WHEREAS:
On 16 November 2001 the undersigned (the "Parties") have entered into the
Agreement;
The Parties wish to amend and restate the Agreement as set out in this
Supplemental Agreement.
HAVE AGREED AS FOLLOWS:
1. Definitions used in this Supplemental Agreement have the same meaning as
definitions made in the Agreement.
2. The words "In addition, from the date hereof and continuing until the
expiration of 18 months from the date of Completion, neither Purchaser nor
any of its Affiliates shall solicit for employment, employ, contract with or
attempt to contract with any employee of Radnor or its Affiliates holding a
senior management position or any person who was an employee holding a
senior management position of Radnor or its Affiliates within six months of
such person's initial contact with Purchaser or an Affiliate of Purchaser
regarding employment with such entity." in clause 2.5 of the Agreement shall
be deleted.
3. Through the execution by the Parties of this Supplemental Agreement the
Agreement shall be deemed amended and restated thereby.
4. This Supplemental Agreement shall be governed by and construed in accordance
with the laws of England.
Thus made on 06 December 2001 and executed by each of the Parties by facsimile.
RADNOR HOLDINGS CORPORATION
/s/ Xxxxxxx X. Xxxxxxx
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Signed by: Xxxxxxx X. Xxxxxxx
for and behalf of: Radnor Holdings Corporation
STYROCHEM EUROPE (THE NETHERLANDS) B.V.
/s/ Xxxxxxx X. Xxxxxxx
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Signed by: Xxxxxxx Xxxxxxx
for and behalf of: StyroChem Europe (the Netherlands) B.V.
CRH EUROPE B.V.
/s/ C.J.M. Xxxxxxx
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Signed by: C.J.M. Xxxxxxx
for and behalf of: CRH Europe B.V.
CRH NEDERLAND B.V.
/s/ C.J.M. Xxxxxxx
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Signed by: C.J.M. Xxxxxxx
for and behalf of: CRH Nederland B.V.
