CREDIT AGREEMENT dated as of July 31, 2015 among AF SOLUTIONS HOLDINGS LLC, as Holdings, AGROFRESH INC. as Borrower, THE LENDERS PARTY HERETO and BANK OF MONTREAL, as Administrative AgentCredit Agreement • August 6th, 2015 • AgroFresh Solutions, Inc. • Blank checks • New York
CREDIT AGREEMENT dated as of July 31, 2015 (this “Agreement”), among AF SOLUTIONS HOLDINGS LLC, a Delaware limited liability company, as Holdings, AGROFRESH INC., an Illinois corporation (the “Company” or “Borrower”), the LENDERS party hereto, BMO HARRIS BANK, N.A, as an Issuing Bank and the Swingline Lender, and BANK OF MONTREAL, as Administrative Agent.
TAX RECEIVABLES AGREEMENTTax Receivables Agreement • August 6th, 2015 • AgroFresh Solutions, Inc. • Blank checks • New York
This TAX RECEIVABLES AGREEMENT is made as of July 31, 2015, by and among The Dow Chemical Company, a Delaware corporation (“TDCC”), AgroFresh Inc., an Illinois corporation (“AgroFresh”), Rohm & Haas Company, a Delaware corporation (“ROH”) and Boulevard Acquisition Corp., a Delaware corporation (“Purchaser”) (each of TDCC, AgroFresh and Purchaser are referred to herein collectively as the “Parties” and individually, as a “Party”).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • August 6th, 2015 • AgroFresh Solutions, Inc. • Blank checks • Delaware
This INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of July 31, 2015 by and among Boulevard Acquisition Corp., a Delaware corporation (the “Company”), Rohm and Haas Company, a Delaware corporation (“ROH”), The Dow Chemical Company, a Delaware corporation (“TDCC”) and the other undersigned parties listed on the signature page hereto (the “Founding Holders”). Capitalized terms used, but not otherwise defined, herein shall have the meanings set forth in the Purchase Agreement (as hereinafter defined).
TRANSITION SERVICE AGREEMENTTransition Service Agreement • August 6th, 2015 • AgroFresh Solutions, Inc. • Blank checks • Delaware
This TRANSITION SERVICE AGREEMENT (this “Agreement”) is made effective as of July 31, 2015 (the “Effective Date”), between The Dow Chemical Company, having its principal office at 2030 Dow Center, Midland MI 46874 (hereinafter referred to as “TDCC”), and AgroFresh Inc. (hereinafter referred to as the “Company”).
WARRANT PURCHASE AGREEMENTWarrant Purchase Agreement • August 6th, 2015 • AgroFresh Solutions, Inc. • Blank checks • Delaware
This WARRANT PURCHASE AGREEMENT (this “Agreement”) is made as of July 31, 2015 by and among Boulevard Acquisition Corp., a Delaware corporation (the “Company”), Rohm & Haas Company, a Delaware corporation (“ROH”), Boulevard Acquisition Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), and The Dow Chemical Company, a Delaware corporation (“TDCC”). Capitalized terms used, but not otherwise defined, herein shall have the meanings set forth in the Purchase Agreement (as hereinafter defined).
