THIRD AMENDMENT TO AMENDED AND RESTATED TRUST AGREEMENT NO. 2
EXHIBIT 10.18
THIRD AMENDMENT TO AMENDED AND RESTATED TRUST AGREEMENT NO. 2
This Third Amendment to Amended and Restated Trust Agreement No. 2 (as amended and restated October 15, 2002) (the “Agreement”) is entered into effective as of July 28, 2014 by and between Cliffs Natural Resources Inc., f/k/a Cleveland-Cliffs Inc., an Ohio corporation (the “Company”), and KeyBank, N.A., the successor in interest to Key Trust Company of Ohio, N.A., a national banking association, as Trustee (the “Trustee”). Capitalized terms not defined herein shall have the meanings assigned to such terms in the Agreement.
WITNESSETH
WHEREAS, effective October 15, 2002 the Company and the Trustee amended and restated Trust Agreement No. 2; and
WHEREAS, Section 9(c) of the Agreement provides that Exhibit A and Exhibit D thereto may be amended by the Company by furnishing to the Trustee any amendments thereto.
NOW, THEREFORE, the Company and the Trustee hereby amend Trust Agreement No. 2 to provide as follows:
1. Exhibit A is amended in its entirety to read as attached hereto.
2. Exhibit D is amended in its entirety to read as attached hereto.
IN WITNESS WHEREOF, the Company and the Trustee have caused counterparts of this Third Amendment to be executed on this 28th day of July, 2014, each of which shall be an original Amendment.
By: | /s/ Xxxxx X. Xxxxxx |
Title: | Vice President, Chief Legal Officer & Secretary |
KEYBANK, N.A., as Trustee | |
By: | /s/ Xxxxxx X. Xxxxx |
Title: | Vice President |
EXHIBIT A
AMENDED AND RESTATED TRUST AGREEMENT NO. 2
EXECUTIVES, OFFICERS AND KEY EMPLOYEES
Name | First Name | Middle Initial | Last Name | Job Title |
Xxxxxxxxx, Xxxx B | Xxxx | X | Xxxxxxxxx | President & Chief Executive Officer |
Xxxx, Xxxxxxx C | Xxxxxxx | X | Xxxx | Executive Vice President, Corporate Development & Chief Strategy Officer, Chief Risk Officer |
Xxxxx, Xxxxx G | Xxxxx | X | Xxxxx | Executive Vice President, United States Iron Ore |
Harapiak, Xxxxxxxx X | Xxxxxxx | D | Harapiak | Executive Vice President, Human Resources |
Xxxxxxx, Xxxxxxxx M | Xxxxxxxx | X | Xxxxxxx | Executive Vice President & Chief Financial Officer |
Xxxxx, Xxxxxxxx X | Xxxxxxxx | X | Xxxxx | Executive Vice President, Seaborne Iron Ore |
Xxxxxxxx, P Xxxxx | P | Xxxxx | Xxxxxxxx | Executive Vice President, External Affairs & President, Global Commercial |
Xxxx, Xxxxx | Xxxxx | Xxxx | Executive Vice President, Global Coal | |
Xxxxxxx, Xxxxxx R | Xxxxxx | X | Xxxxxxx | Vice President, Corporate Development & Emerging Business |
Xxxxxxx, Xxxxxxx C | Xxxxxxx | X | Xxxxxxx | Vice President & Treasurer |
Xxxxxxxx, Xxxxx T | Xxxxx | X | Xxxxxxxx | Vice President, Government, Environmental, Safety & Sustainability |
Xxxxxxxx, Xxxxxxx K | Xxxxxxx | X | Xxxxxxxx | Vice President, Corporate Controller & CAO |
Xxxxxx, Xxxxx D | Xxxxx | X | Xxxxxx | Vice President & Chief Legal Counsel |
XxXxxxxx, Xxxxxxx X | Xxxxxxx | X | XxXxxxxx | Vice President, Global Coal Sales |
Xxx, Xxxxxxxx X. | Xxxxxxxx | X | Xxx | Vice President, Global Iron Ore Sales |
Xxxxxxxxx, Xxxx M | Xxxx | X | Xxxxxxxxx | Vice President, Technical Operations |
XxXxxxxxxxx, Xxxxxx M | Xxxxxx | X | XxXxxxxxxxx | General Manager |
EXHIBIT D
AMENDED AND RESTATED TRUST AGREEMENT NO. 2
DIRECTORS
Xxxx X. Xxxxxxxxx
Xxxxx X. Xxxxxxxxxx
Xxxxx X. Xxxxxxxx
Xxxx X. Xxxxxxx
Xxxxxx X. Xxxxxx
Xxxxx X. Xxxxx
Xxxxxx X. Xxxxx
Xxxxx X. Xxxxxx
Xxxxxxx Xxxxxxx
Xxxxxxx X. Xxxxxxxx
Xxxxxxx X. Xxxxxxxx
Xxxx X. Xxxxxx
Xxxxxx X. Xxxxxx
Xxxxxx X. Xxxxxx
Xxxxx Xxxxx
Xxxxx X. Ireland III
G. Xxxxx Xxxxxx
E. Xxxxxxx Xxxxx
Xxxxxx Xxxxx Xxxxx
Xxxxxxx X. Xxxxxxx
Xxxxxxx X. XxXxxxxxxx
M. Xxxxxx Xxxxx
Xxxx X. Xxxxxx
Xxxxxxx X. Xxxxxxx
Xxxxx Xxxxxxxx
Xxxx Xxxxxxxx
Xxxxxx X. Xxxx
Xxxxx X. Xxxxxxxxxx