FIRST AMENDMENT TO PURCHASE AGREEMENTPurchase Agreement • May 9th, 2007 • Celanese CORP • Plastic material, synth resin/rubber, cellulos (no glass)
THIS FIRST AMENDMENT TO PURCHASE AGREEMENT (this “First Amendment”) is entered into as of the 28th day of February, 2007, by and among ADVENT OXEA CAYMAN LTD., a Cayman Island limited liability company formerly known as Advent Oxo (Cayman) Limited (“Parent Buyer”), OXEA CORPORATION, a Delaware corporation formerly known as Oxo Titan US Corporation (“U.S. Buyer”), DRACHENFELSSEE 520. V V GMBH, a German limited liability company to be renamed “Oxea Holding GmbH” (“German Holdco”), DRACHENFELSSEE 521. V V GMBH, a German limited liability company to be renamed “Oxea Deutschland GmbH” (“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”), and CELANESE CHEMICALS EUROPE GMBH, a German limited liability company (“German Seller”). U.S. Seller and German Seller are collectively referred to herein as “Sellers” and individually as a “Seller.” Parent Buyer, U.S. Buyer, G
SECOND AMENDMENT AND CONSENT TO CREDIT AGREEMENTCredit Agreement • May 9th, 2007 • Celanese CORP • Plastic material, synth resin/rubber, cellulos (no glass)
SECOND AMENDMENT AND CONSENT TO CREDIT AGREEMENT (this “Second Amendment”), dated as of February 9, 2007, among CELANESE HOLDINGS LLC, a Delaware limited liability company (“Holdings”), BCP CRYSTAL US HOLDINGS CORP., a Delaware corporation (the “Company”), CELANESE AMERICAS CORPORATION, a Delaware corporation (“CAC”), the lenders from time to time party to the Credit Agreement referred to below (the “Lenders”), and DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), as administrative agent (in such capacity, the “Administrative Agent”), and as collateral agent (in such capacity, the “Collateral Agent”). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.
