PURCHASE AGREEMENT DATED AS OF DECEMBER 12, 2006 BY AND AMONG CELANESE LTD., TICONA POLYMERS INC., CELANESE CHEMICALS EUROPE GMBH, CELANESE CORPORATION, ADVENT OXO (CAYMAN) LIMITED, OXO TITAN US CORPORATION, DRACHENFELSSEE 520. V V GMBH AND...Purchase Agreement • February 21st, 2007 • Celanese CORP • Plastic material, synth resin/rubber, cellulos (no glass) • New York
THIS PURCHASE AGREEMENT (this “Agreement”) is entered into as of December 12, 2006, by and among ADVENT OXO (CAYMAN) LIMITED, a Cayman Island limited liability company (“Parent Buyer”), OXO TITAN US CORPORATION, a Delaware corporation (“U.S. Buyer”), DRACHENFELSSEE 520. V V GMBH, a German limited liability company (“German Holdco”), DRACHENFELSSEE 521. V V GMBH, a German limited liability company (“German Buyer”), CELANESE LTD., a Texas limited partnership (“Celanese Ltd.”), TICONA POLYMERS INC., a Delaware corporation (“Ticona,” and together with Celanese Ltd., “U.S. Seller”), CELANESE CHEMICALS EUROPE GMBH, a German limited liability company (“German Seller”), and, for purposes of Sections 3, 6(c), 6(e)(xiv) and 11(p) only, CELANESE CORPORATION, a Delaware corporation (“Parent”). U.S. Seller and German Seller are collectively referred to herein as “Sellers” and individually as a “Seller.” Parent Buyer, U.S. Buyer, German Holdco and German Buyer are collectively referred to herein as
