EMPLOYMENT AGREEMENT DAVID DAVISEmployment Agreement • April 1st, 2005 • Kraton Polymers LLC • Delaware
EMPLOYMENT AGREEMENT (the “Agreement”) dated as of December 2, 2004 by and between KRATON Polymers LLC, (“KRATON” or the “Company”), a Delaware limited liability company, which is a wholly owned subsidiary of Polymer Holdings LLC (“Parent”), a Delaware limited liability company and David Davis (the “Executive”).
OPTION GRANT AGREEMENTOption Grant Agreement • April 1st, 2005 • Kraton Polymers LLC • Delaware
This OPTION GRANT AGREEMENT, made as of the 2d day of December, 2004 between TJ Chemical Holdings LLC (the “Company”) and George B. Gregory (the “Participant”).
PROFITS UNIT AWARD AGREEMENTProfits Unit Award Agreement • April 1st, 2005 • Kraton Polymers LLC • Delaware
PROFITS UNIT AWARD AGREEMENT, (“Agreement”) dated as of September 10, 2004 (the “Date of Grant”), by and between KRATON Management LLC, a Delaware limited liability company (the “Company”) and Roger Morgan (the “Participant”). Unless the context otherwise provides, capitalized terms not defined herein shall have the meanings ascribed to them in the Limited Liability Company Operating Agreement of KRATON Management LLC, as amended from time to time (the “Management LLC Agreement”).
KRATON POLYMERS LLC KRATON POLYMERS CAPITAL CORPORATION and each of the Guarantors party hereto 8.125% SENIOR SUBORDINATED NOTES DUE 2014Indenture • April 1st, 2005 • Kraton Polymers LLC • New York
INDENTURE dated as of December 23, 2003 among KRATON Polymers LLC, a Delaware limited liability company (the “Company”), KRATON Polymers Capital Corporation, a Delaware corporation (“Co-Issuer,” and together with the Company, the “Issuers”), the Guarantors (as defined) and Wells Fargo Bank Minnesota, N.A., as trustee (the “Trustee”).
KRATON Polymers LLC KRATON Polymers Capital Corporation unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors named on Schedule I heretoExchange and Registration Rights Agreement • April 1st, 2005 • Kraton Polymers LLC • New York
KRATON Polymers LLC, a Delaware limited liability company (the “Company”) and KRATON Polymers Capital Corporation, a Delaware corporation (“KRATON Capital” and together with the Company, the “Issuers”) propose to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) its 8.125% Senior Subordinated Notes due 2014, which are unconditionally guaranteed by the Guarantors (as defined herein). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Issuers agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
RESTRICTED UNIT AWARD GRANT AGREEMENTRestricted Unit Award Grant Agreement • April 1st, 2005 • Kraton Polymers LLC • Delaware
THIS RESTRICTED UNIT AWARD GRANT AGREEMENT (this “Agreement”), made as of the 10th day of September, 2004 between KRATON Polymers LLC (the “Company”) and Dave Bradley (the “Participant”).
FIRST AMENDED AND RESTATED OPERATION AND MAINTENANCE SERVICES AGREEMENTOperation and Maintenance Services Agreement • April 1st, 2005 • Kraton Polymers LLC • England
NOTIONAL UNIT AWARD GRANT AGREEMENTNotional Unit Award Grant Agreement • April 1st, 2005 • Kraton Polymers LLC • Delaware
THIS NOTIONAL UNIT AWARD GRANT AGREEMENT (this “Agreement”), made as of the 10th day of September, 2004 between KRATON Polymers LLC (the “Company”) and George Gregory (the “Participant”).
CONTRIBUTION AGREEMENT BETWEENContribution Agreement • April 1st, 2005 • Kraton Polymers LLC
a company incorporated under the laws of the Netherlands and having its registered office at 30 Carel van Bylandtlaan, The Hague, the Netherlands (hereinafter referred to as “SIRM”)
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among RIPPLEWOOD CHEMICAL HOLDING LLC, KRATON POLYMERS LLC, POLYMER HOLDINGS LLC and POLYMER ACQUISITION LLC Dated as of November 5, 2003, As amended and restated on December 23, 2003Agreement and Plan of Merger • April 1st, 2005 • Kraton Polymers LLC • New York
This Amended and Restated Agreement and Plan of Merger, dated as of November 5, 2003, and as amended and restated on December 23, 2003 (hereinafter this “Agreement”), is made between Ripplewood Chemical Holding LLC, a Delaware limited liability company (“Seller”), KRATON Polymers LLC, a Delaware limited liability company (“KRATON”), Polymer Holdings LLC (formerly TPG Polymer Holdings, LLC), a Delaware limited liability company (“Buyer”), and Polymer Acquisition LLC (formerly TPG Polymer Acquisition, LLC), a Delaware limited liability company (“Merger Sub”).
STYRENE SALES CONTRACT Dated AUGUST 30, 1999Sales Contract • April 1st, 2005 • Kraton Polymers LLC • Texas
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ELASTOMERS HOLDINGS LLCLimited Liability Company Agreement • April 1st, 2005 • Kraton Polymers LLC • Delaware
This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of ELASTOMERS HOLDINGS LLC (the “Company”) dated and effective as of February 28, 2001, is entered into by RK Polymers LLC, a Delaware limited liability company, as the sole member (the “Member”).
CONTRIBUTION AGREEMENT BETWEENContribution Agreement • April 1st, 2005 • Kraton Polymers LLC • Delaware
a company incorporated under the laws of the State of Delaware, United States of America, and having an office at One Shell Plaza, 910 Louisiana Street, Houston, Texas 77002 (hereinafter referred to as “SOC”)
AMENDMENT TO THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ELASTOMER HOLDINGS LLCLimited Liability Company Agreement • April 1st, 2005 • Kraton Polymers LLC
This Amended Limited Liability Company Agreement (this “Agreement”) of ELASTOMER HOLDINGS LLC (the “Company”) dated and effective as of March 1, 2001, is entered into by KRATON Polymers LLC (formerly Ripplewood Chemical Acquisition LLC and RK Polymers LLC), a Delaware limited liability company, as the sole member (the “Member”).
EMPLOYMENT AGREEMENT DAVE BRADLEYEmployment Agreement • April 1st, 2005 • Kraton Polymers LLC • Delaware
EMPLOYMENT AGREEMENT (the “Agreement”) dated as of March 8, 2004 by and between KRATON Polymers LLC, (“KRATON”), a Delaware limited liability company, which is a wholly owned subsidiary of Polymer Holdings LLC (“Parent”), a Delaware limited liability company and Dave Bradley (the “Executive”).
EMPLOYMENT AGREEMENT ROBERT NEWMANEmployment Agreement • April 1st, 2005 • Kraton Polymers LLC • Delaware
EMPLOYMENT AGREEMENT (the “Agreement”) dated as of March 18, 2004 by and between KRATON Polymers LLC, (“KRATON”), a Delaware limited liability company, which is a wholly owned subsidiary of Polymer Holdings LLC (“Parent”), a Delaware limited liability company and Robert Newman (the “Executive”).
August 30, 2004 Mr. Gary M. SpitzSeparation Agreement • April 1st, 2005 • Kraton Polymers LLC
SEPARATION AGREEMENT AND GENERAL RELEASE AND WAIVERSeparation Agreement • April 1st, 2005 • Kraton Polymers LLC • Texas
This Separation Agreement and General Release and Waiver (this “Agreement”) is made as of October 21 , 2004, between KRATON Polymers LLC (the “Company”), and Garret Davies (the “Employee”).
THIS AGREEMENT is made on February 28th, 2001 BETWEEN:Supply Agreement • April 1st, 2005 • Kraton Polymers LLC
KRATON POLYMERS NEDERLAND B.V. and SHELL NEDERLAND RAFFINADERIJ B.V.Site Services, Utilities, Materials and Facilities Agreement • April 1st, 2005 • Kraton Polymers LLC • England
Dated 1st December 1999 Agreement Between Deutsche Shell Chemie GmbH and MWW Achtundzwanzigste Vermoegensverwaltungs GmbH (to be renamed “KRATON POLYMERS GmbH”) for the supply of l,3-ButadieneSupply Agreement • April 1st, 2005 • Kraton Polymers LLC
KRATON POLYMERS, LLC One Rockefeller Plaza, 32nd Floor New York, NY10020Secondment Agreement • April 1st, 2005 • Kraton Polymers LLC
31st March, 2000 PRODUCTION AGREEMENT (ELASTOMERS) between ELENAC GmbH and KRATON POLYMERS GmbHProduction Agreement • April 1st, 2005 • Kraton Polymers LLC
Kraton Polymers GmbH a company organized under the laws of Germany, having the address of Kölner Straße 6, 65760 Eschborn, Germany (“Purchaser”) hereinafter jointly referred to as the “Parties".
PLEDGE AND SECURITY AGREEMENT dated as of December 23, 2003 between EACH OF THE GRANTORS PARTY HERETO and UBS AG, STAMFORD BRANCH, as the Collateral AgentPledge and Security Agreement • April 1st, 2005 • Kraton Polymers LLC
This PLEDGE AND SECURITY AGREEMENT, dated as of December 23, 2003 (this “Agreement”), between EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (each, a “Grantor”), and UBS AG, STAMFORD BRANCH, as collateral agent for the Secured Parties (as herein defined) (in such capacity as collateral agent, the “Collateral Agent”).
LONG-TERM LEASELong-Term Lease • April 1st, 2005 • Kraton Polymers LLC
SHELL CHIMIE, a Public Limited Company with an authorized capital of 1,462,736,560 FRF, with its head office situated at Berre l’Etang (13130) - C.D. 54, registered with the commercial register of the Sociétés de Salon-de-Provence under registration number B 542 087 937,
Control No. 4950999 SALES CONTRACT Dated: Sept 11, 1999Sales Contract • April 1st, 2005 • Kraton Polymers LLC • Texas
AMENDMENT NO. 1 TO CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • April 1st, 2005 • Kraton Polymers LLC • New York
AMENDMENT NO. 1 TO CREDIT AND GUARANTY AGREEMENT (this “Amendment”), dated as of March 4, 2004, among Kraton Polymers LLC, a Delaware limited liability company (“Company”), each of the Guarantors listed on the signature pages hereto, the Lenders party hereto, and UBS AG, Stamford Branch (“UBS”), as administrative agent and collateral agent (“Agent”).
SHELL CHIMIE S.A. and KRATON POLYMERS FRANCE S.A.S.Site Services, Utilities, Materials and Facilities Agreement • April 1st, 2005 • Kraton Polymers LLC • England
THIS AGREEMENT is made this 31st day of January, 2000 between:-Confidentiality Agreement • April 1st, 2005 • Kraton Polymers LLC
AMENDMENT to the BUSINESS LEASE of March 31, 2000 between Basell Polyolefine GmbH (previously Elenac GmbH), Am Yachthafen 2, 77694 Kehl (hereinafter “LANDLORD”) and Kraton Polymers GmbH, Kölner Str. 6, 65760 Eschborn (hereinafter “TENANT”).Lease Agreement • April 1st, 2005 • Kraton Polymers LLC
KRATON POLYMERS LLC PERSONAL AND CONFIDENTIALSeparation Agreement • April 1st, 2005 • Kraton Polymers LLC
Reference is made to the employment agreement between you and KRATON Polymers LLC (the “Company”), dated March 1, 2001 (the “Employment Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Employment Agreement.
BUTADIENE SALES CONTRACT Dated: September 11, 1999Butadiene Sales Contract • April 1st, 2005 • Kraton Polymers LLC • Texas
SEPARATION AGREEMENT AND GENERAL RELEASE AND WAIVERSeparation Agreement • April 1st, 2005 • Kraton Polymers LLC • Texas
This Separation Agreement and General Release and Waiver (this “Agreement”) is made as of September 20, 2004, between KRATON Polymers LLC (the “Company”), and Stephen Wood (the “Employee”).
BETWEENLease Agreement • April 1st, 2005 • Kraton Polymers LLC
SHELL CHIMIE, a Public Limited Company with an authorized capital of 1,462,736,560 FRF, with its head office situated at Berre l’Etang (13130) - C. D. 54 registered with the commercial register of the Sociétés de Salon-de-Provence under registration number B 542 087 937,
Dated FEBRUARY 28, 2001 AGREEMENT BETWEEN SHELL NEDERLAND CHEMIE B.V. AND KRATON POLYMERS NEDERLAND B.V. FOR THE SUPPLY OF ISOPRENE MONOMERSupply Agreement • April 1st, 2005 • Kraton Polymers LLC
