SPARTECH CORPORATION 5.78% Senior Notes due 2011 NOTE PURCHASE AGREEMENT Dated as of June 5, 2006Note Purchase Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • New York
SPARTECH CORPORATION, a Delaware corporation (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:
SPARTECH CORPORATION 6.82% Senior Notes due 2011 AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (Initially Dated as of June 5, 2006) Dated as of September 10, 2008Note Purchase Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • New York
SPARTECH CORPORATION, a Delaware corporation (the “Company”), agrees with each Noteholder as set forth below. Certain capitalized terms used in this Agreement are defined in Schedule B; references to a “Schedule” or an “Exhibit” are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement; references to Sections are, unless otherwise specified, to Sections of this Agreement.
SECURITY AGREEMENTSecurity Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • Texas
THIS SECURITY AGREEMENT (this agreement, together with all amendments and restatements and all Joinders, the “Agreement”) is made as of September 10, 2008, by each of the signatories hereto and each other Person which may from time to time become a party to this Agreement pursuant to Section 11.17 hereof (each individually, a “Debtor” and, collectively, the “Debtors”) in favor of BANK OF AMERICA, N.A. (“Bank of America”), as Collateral Agent for the Secured Parties (hereinafter defined) (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
SPARTECH CORPORATION 5.54% Senior Notes due 2016 NOTE PURCHASE AGREEMENT Dated as of September 15, 2004Note Purchase Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • New York
THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTFourth Amended and Restated Credit Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • Texas
THIS THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Third Amendment”), dated as of September 10, 2008, is entered into among SPARTECH CORPORATION, a Delaware corporation (the “Borrower”), the lenders listed on the signature pages hereof (collectively, the “Lenders”), and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.
THIRD AMENDMENT TO TERM LOAN AGREEMENTTerm Loan Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • New York
THIS THIRD AMENDMENT TO TERM LOAN AGREEMENT (this “Agreement”), dated as of September 10, 2008, is entered into between SPARTECH CORPORATION, a Delaware corporation (the “Company”) and CALYON NEW YORK BRANCH (the “Bank”).
Intercreditor and Collateral Agency Agreement Dated as of September 10, 2008 By and Among Bank of America, N.A., as Collateral Agent, And Bank of America, N.A., as Administrative Agent on behalf of the Lenders The Noteholders Party Hereto, And The...Intercreditor and Collateral Agency Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • Texas
This Intercreditor and Collateral Agency Agreement dated as of September 10, 2008 (this “Agreement”), is entered into by and among Bank of America, N.A., a national banking association, in its capacity as collateral agent pursuant to Section 3.1(a) of this Agreement (the “Collateral Agent”), Bank of America, N.A., a national banking association, in its capacity as Administrative Agent (as hereinafter defined) on behalf of each of the Lenders (as hereinafter defined), each of the Noteholders (as hereinafter defined) and the Term Loan Lender (as hereinafter defined).
SPARTECH CORPORATION SEVERANCE AND NON-COMPETITION POLICYSeverance and Non-Competition Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • Missouri
It shall be the general practice of Spartech Corporation (the “Company”) to enter into a Severance and Noncompetition Agreement with each officer employed by the Company whose compensation is subject to the authority of the Compensation Committee of the Board of Directors. The Severance and Noncompetition Agreement shall generally be in the form attached hereto as Exhibit A and incorporated herein by reference; however, with respect to the Chief Executive Officer of the Company, the Severance and Noncompetition Agreement shall be in the form attached hereto as Exhibit B, and with respect to any Chief Financial Officer, General Counsel or Executive Vice President of the Company, the Severance and Noncompetition Agreement shall be in the form attached hereto as Exhibit C. Subject to the terms of the Compensation Committee Charter, the Board of Directors delegates to the Compensation Committee full authority to make any determinations regarding amendments to the terms of the attached Seve
THIS AGREEMENT CONTAINS A WAIVER OF CERTAIN OF YOUR LEGAL RIGHTS. YOU ARE ADVISED TO CONSULT WITH AN ATTORNEY PRIOR TO SIGNING. SEPARATION AGREEMENT AND RELEASESeparation Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • Missouri
This Separation Agreement and Release (“Agreement”) is made and is effective as of the latest date signed below, by and between Jeffrey D. Fisher (hereinafter referred to as the “Employee” even for periods after which he is no longer employed in an “employee” status) and Spartech Corporation, a Delaware corporation, which includes, for purposes of this Agreement, its subsidiaries and related organizations and, collectively, all of its and their officers, directors, employees, trustees, agents, representatives, predecessors, successors and assigns, and compensation plans and programs sponsored or established by any of the foregoing (hereinafter collectively referred to as the “Corporation”).
TERM LOAN AGREEMENT between SPARTECH CORPORATION and CALYON NEW YORK BRANCH Dated as of February 16, 2005Term Loan Agreement • September 11th, 2008 • Spartech Corp • Miscellaneous plastics products • New York
This TERM LOAN AGREEMENT is entered into as of February 16, 2005 by Spartech Corporation, a Delaware corporation (the “Company”) and Calyon New York Branch (the “Bank”).
