Citicorp North America, Inc. 450 Mamaroneck Avenue Harrison, NY 10528 October 16, 2006Receivables Agreement • March 1st, 2007 • Ferro Corp • Paints, varnishes, lacquers, enamels & allied prods • New York
We refer to that certain Amended and Restated Receivables Purchase Agreement, dated as of June 29, 2006 (the “Receivables Agreement”), among Ferro Finance Corporation (the “Seller”), as the Seller, CAFCO, LLC (the “Investor”), as the Investor, Citicorp North America, Inc., as the Agent, Ferro Electronic Materials, Inc. (“FEM”), as an Originator and Ferro Corporation (“Ferro Corp.”), as the Collection Agent and an Originator. Terms not otherwise defined herein shall have the meanings set forth in the Receivables Agreement.
Ferro Finance Corporation 1000 Lakeside Avenue, Suite A Cleveland, OH 44114 October 16, 2006Ferro Corp • March 1st, 2007 • Paints, varnishes, lacquers, enamels & allied prods • New York
We refer to that certain Purchase and Contribution Agreement, dated as of September 28, 2000, as heretofore amended (the “PCA”), among Ferro Finance Corporation, as the Purchaser (the “Purchaser”), Ferro Electronic Materials, Inc. (“FEM”), as a Seller and Ferro Corporation (“Ferro Corp.”, and together with FEM, the “Sellers”), as a Seller. Terms not otherwise defined herein shall have the meanings set forth in the PCA.
FERRO CORPORATION AND SUBSIDIARIES SCHEDULE IIFerro Corp • March 1st, 2007 • Paints, varnishes, lacquers, enamels & allied prods
The Company has entered into change in control agreements substantially identical with its form of change in control agreement (Exhibit 10.6) with the following current executive officers:
ContractFerro Corp • March 1st, 2007 • Paints, varnishes, lacquers, enamels & allied prods
THIS SECURITY IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SECURITY IS EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE AND, UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY.
