SECTION 1. Representations and Warranties by the Company 2 (a) Representations and Warranties 2 (i) Offering Memorandum 2 (ii) Incorporated Documents 2 (iii) Independent Accountants 3 (iv) Financial Statements 3 (v) No Material Adverse Change in...Purchase Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals • New York
CK WITCO CORPORATION (a Delaware corporation) Floating Rate Notes due 2001 PURCHASE AGREEMENT Dated: March 2, 2000 =============================================================================== Table of Contents PURCHASE AGREEMENT SECTION 1....Purchase Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals • New York
EXECUTION COPY CREDIT AGREEMENTCredit Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals • New York
ARTICLE I DEFINITIONS 1 SECTION 1.01. Certain Defined Terms 1 Adverse Claim 1 Affiliate 1 Alternate Base Rate 1 Business Day 2 Collection Agent 2 Collection Agent Default 2 Collection Agent Fee 2 Collections 2 Contract 3 Contributed Receivable 3...Purchase and Contribution Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals • New York
SUPPLEMENTAL RETIREMENT AGREEMENT THIS AGREEMENT dated as of , ("Agreement"), by and between of , ("Employee") and CK Witco Corporation, a Delaware corporation ("Corporation"). WITNESSETH: WHEREAS, the Corporation and the Employee are parties to a...Supplemental Retirement Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals • Connecticut
RECEIVABLES PURCHASE AGREEMENT Dated as of June 10, 1999 Among WITCO FUNDING CORPORATION as the Seller and CIESCO L.P. as the Investor and CITIBANK, N.A. as the initial Bank and CITICORP NORTH AMERICA, INC. as the Agent and WITCO CORPORATION as...Receivables Purchase Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals • New York
1. THE ACQUISITION 2 1.1 Purchase and Sale 2 1.2 Excluded Assets 6 1.3 Purchase Price 9 1.4 Adjustments to Purchase Price 9 1.5 Assumption of Certain Liabilities 11 1.6 Obligations Not Assumed; Payment Obligations 11 1.7 Sales Taxes and Stamp Duties...Acquisition Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals • New York
UNIROYAL CHEMICAL COMPANY, INC. and STATE STREET BANK AND TRUST COMPANY, Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of December 6, 1999 9% Senior Notes due 2000 FIRST SUPPLEMENTAL INDENTURE, dated as of December 6, 1999 ("First Supplemental...First Supplemental Indenture • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals
1999-2001 Long Term Performance Award Agreement This Agreement, dated as of February 1, 1999, (the "Agreement") is made by and between Crompton & Knowles Corporation (the "Corporation") and (the "Executive"). WHEREAS, the Corporation has adopted the...Long Term Performance Award Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals
Merger Synergy Restricted Stock Agreement This Agreement, made and entered into as of October 19, 1999, (the "Agreement") by and between CK Witco Corporation (the "Corporation") and Name (the "Executive") of Town. WHEREAS, Crompton & Knowles...Merger Synergy Restricted Stock Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals
Registration Rights Agreement Dated As of March 7, 2000 among CK Witco Corporation and Merrill Lynch, Pierce, Fenner & Smith Incorporated, ABN AMRO Incorporated, Banc of America Securities LLC, Chase Securities Inc., Deutsche Bank Securities Inc.,...Registration Rights Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals • New York
2000-2002 Long Term Performance Award Agreement This Agreement, dated as of February 24, 2000, (the "Agreement") is made by and between CK Witco Corporation (the "Corporation") and Name (the "Executive") of Town. WHEREAS, the Corporation has adopted...Long Term Performance Award Agreement • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals
UNIROYAL CHEMICAL CORPORATION (f/k/a UCC INVESTORS HOLDING, INC.) as Issuer UNIROYAL CHEMICAL COMPANY, INC. as successor to the Company and STATE STREET BANK AND TRUST COMPANY as Trustee ________________________ SECOND SUPPLEMENTAL INDENTURE Dated as...Second Supplemental Indenture • March 30th, 2000 • Ck Witco Corp • Industrial organic chemicals
