0001193125-15-106227 Sample Contracts

Second Amendment to Amended and Restated Rights Agreement
Rights Agreement • March 26th, 2015 • Aep Industries Inc • Unsupported plastics film & sheet

This Second Amendment to Amended and Restated Rights Agreement, dated as of March 23, 2015 (this “Amendment”), is made and entered into by and between AEP Industries Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”).

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AMENDED AND RESTATED AGREEMENT WITH STOCKHOLDERS
Amended and Restated Agreement With Stockholders • March 26th, 2015 • Aep Industries Inc • Unsupported plastics film & sheet • Delaware

This AMENDED AND RESTATED AGREEMENT WITH STOCKHOLDERS (this “Agreement”) is made and entered into as of March 23, 2015 by and among AEP Industries Inc., a Delaware corporation (the “Company”), and KSA Capital Management, LLC, a Delaware limited liability company (“KSA Capital”), Daniel D. Khoshaba, managing member of KSA Capital (“Mr. Khoshaba”), and KSA Capital Master Fund, Ltd., an exempted company incorporated and existing under the laws of the Cayman Islands (“KSA Capital Fund” and, together with KSA Capital and Mr. Khoshaba, the “KSA Group”).

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