CREDIT AGREEMENT Dated as of December 21, 2018 among 1184248 B.C. LTD. (and after the Closing Date Amalgamations, KNOWLTON DEVELOPMENT CORPORATION INC.), as the Canadian Borrower, KDC US HOLDINGS, INC., as the US Borrower, KNOWLTON DEVELOPMENT HOLDCO,...Credit Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • New York
CREDIT AGREEMENT, dated as of December 21, 2018 (this “Agreement”), by and among KDC US HOLDINGS, INC., a Virginia corporation (the “US Borrower”), 1184248 B.C. LTD., a corporation duly constituted under the laws of the Province of British Columbia (the “Initial Borrower” and, prior to the Closing Date Amalgamations (hereinafter defined), the “Canadian Borrower”), which as part of the Closing Date Amalgamations, will be amalgamated to form KNOWLTON DEVELOPMENT CORPORATION INC., a corporation duly amalgamated under the laws of the Province of British Columbia (“KDC” and, after the Closing Date Amalgamations, the “Canadian Borrower”), KNOWLTON DEVELOPMENT HOLDCO, INC., a corporation duly constituted under the laws of the Province of British Columbia (“Holdings”), the Lenders and Issuing Banks from time to time party hereto and UBS AG, STAMFORD BRANCH (“UBS”), as administrative agent and collateral agent for the Lenders and Issuing Banks (in its capacities as administrative and collateral
EMPLOYMENT AGREEMENTEmployment Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • Ohio
WHEREAS, the Company desires to continue to employ the Executive and to enter into the terms of this Agreement embodying the terms of such employment, and Executive desires to enter into this Agreement and to accept such employment, subject to the terms and provisions of this Agreement, effective as of the Effective Date.
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • British Columbia
Knowlton Development Corporation, Inc., a company governed by the laws of British Columbia and having its executive office at Suite 210, 375 Roland-Therrien Boulevard, Longueuil, Québec, Canada, J4H 4A6
CONSENT TO CREDIT AGREEMENT (AMENDMENT NO. 7 TO CREDIT AGREEMENT)Credit Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • New York
CONSENT TO CREDIT AGREEMENT (AMENDMENT NO. 7 TO CREDIT AGREEMENT) (this “Agreement”), dated as of September 29, 2020, among KNOWLTON DEVELOPMENT CORPORATION INC., a corporation duly amalgamated under the laws of the Province of British Columbia (the “Borrower Representative”), the lenders party hereto (the “Lenders”) and UBS AG, Stamford Branch (“UBS”), as administrative agent (in such capacity, the “Agent”), relating to that certain Credit Agreement, dated as of December 21, 2018 (as amended, restated, amended and restated, supplemented or otherwise modified through the date hereof, the “Credit Agreement”), among KNOWLTON DEVELOPMENT HOLDCO, INC., a corporation duly constituted under the laws of the Province of British Columbia, as Holdings, the Borrower Representative, KDC US HOLDINGS, INC., a Virginia corporation, as the US Borrower, the Lenders and Issuing Banks from time to time party thereto, the Agent and UBS, as collateral agent.
KNOWLTON DEVELOPMENT CORPORATION INC. Longueuil, QC J4H 4A6 CanadaEmployment Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations
Reference is made to that certain Employment Agreement between you and Knowlton Development Corporation Inc., dated as of January 22, 2019 (the “Employment Agreement”). Capitalized terms that are used but not defined in this letter will have the meanings given to them in the Employment Agreement.
INCREMENTAL AMENDMENT (AMENDMENT NO. 3 TO CREDIT AGREEMENT)Incremental Amendment to Credit Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • New York
WHEREAS, pursuant to the Equity Purchase Agreement, dated as of December 12, 2019 (the “Signing Date”) (together with the schedules and exhibits thereto, as amended, supplemented or modified from time to time, the “Purchase Agreement”), by and among the Canadian Borrower, as parent, KDC/ONE Holdings (BVI) Inc., a British Virgin Islands company with company number 2027063 as the buyer (the “Buyer”), Clover Park 2 (BVI) Limited, a British Virgin Islands company with company number 1964064 (the “Target”) and Clover Park 1 (BVI) Limited, a British Virgin Islands company with company number 1964062, as the seller, the Buyer, a direct subsidiary of the Canadian Borrower, intends to acquire the Equity (as defined in the Purchase Agreement) in the Target (the “Acquisition”), and in connection therewith, the Borrowers will obtain Incremental Revolving Commitments and the US Borrower will obtain Incremental Term Loans and the proceeds of such Incremental Term Loans will be used, together with ca
FIRST AMENDMENT TO SERVICES AGREEMENTServices Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations
This First Amendment to Services Agreement (this “Amendment”) is made and entered into, and shall have effect, as of June 22, 2021 (the “Effective Date”), by and between Knowlton Development Corporation Inc., a corporation amalgamated under the laws of the Province of British Columbia (the “Company”) and Cornell Capital LLC, a Delaware limited liability company (“Cornell”). The Company and Cornell are the “Parties” and each is a “Party” to this Amendment. Capitalized terms used but not defined elsewhere in this Amendment shall have the meanings set forth in the Agreement (as defined below).
AMENDMENT NO. 11 TO CREDIT AGREEMENTCredit Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • New York
AMENDMENT NO. 11 TO CREDIT AGREEMENT (this “Agreement”), dated as of March 17, 2021, among KNOWLTON DEVELOPMENT CORPORATION INC., a corporation duly amalgamated under the laws of the Province of British Columbia (the “Borrower Representative”), and UBS AG, Stamford Branch (“UBS”), as administrative agent (in such capacity, the “Agent”), relating to that certain Credit Agreement, dated as of December 21, 2018 (as amended by that certain Amendment No. 1 to Credit Agreement dated as of August 22, 2019, that certain Amendment No. 2 to Credit Agreement, dated as of September 25, 2019, that certain Incremental Amendment (Amendment No. 3 to Credit Agreement), dated as of January 23, 2020, that certain Refinancing Amendment (Amendment No. 4 to Credit Agreement), dated as of January 29, 2020, that certain Incremental Amendment (Amendment No. 5 to Credit Agreement), dated as of April 30, 2020, that certain Refinancing and Incremental Amendment (Amendment No. 6 to Credit Agreement), dated as of J
INCREMENTAL AMENDMENT (AMENDMENT NO. 5 TO CREDIT AGREEMENT)Incremental Amendment to Credit Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • New York
CREDIT AGREEMENT, dated as of December 21, 2018 (this “Agreement”), by and among KDC US HOLDINGS, INC., a Virginia corporation (the “US Borrower”), 1184248 B.C. LTD., a corporation duly constituted under the laws of the Province of British Columbia (the “Initial Borrower” and, prior to the Closing Date Amalgamations (hereinafter defined), the “Canadian Borrower”), which as part of the Closing Date Amalgamations, will be amalgamated to form KNOWLTON DEVELOPMENT CORPORATION INC., a corporation duly amalgamated under the laws of the Province of British Columbia (“KDC” and, after the Closing Date Amalgamations, the “Canadian Borrower”), KNOWLTON DEVELOPMENT HOLDCO, INC., a corporation duly constituted under the laws of the Province of British Columbia (“Holdings”), the Lenders and Issuing Banks from time to time party hereto and UBS AG, STAMFORD BRANCH (“UBS”), as administrative agent and collateral agent for the Lenders and Issuing Banks (in its capacities as administrative and collateral
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • New York
AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Agreement”), dated as of September 25, 2019, among KNOWLTON DEVELOPMENT CORPORATION INC., a corporation duly amalgamated under the laws of the Province of British Columbia (the “Borrower Representative”), and UBS AG, Stamford Branch (“UBS”), as administrative agent (in such capacity, the “Agent”), relating to that certain Credit Agreement, dated as of December 21, 2018 (as amended by Amendment No. 1 to Credit Agreement dated as of August 22, 2019 and as further amended, restated, amended and restated, supplemented or otherwise modified through the date hereof, the “Credit Agreement”), among KNOWLTON DEVELOPMENT HOLDCO, INC., a corporation duly constituted under the laws of the Province of British Columbia, as Holdings, the Borrower Representative, KDC US HOLDINGS, INC., a Virginia corporation, as the US Borrower, the Lenders and Issuing Banks from time to time party thereto, the Administrative Agent and UBS, as collateral agent.
INCREMENTAL AMENDMENT (AMENDMENT NO. 1 TO CREDIT AGREEMENT)Incremental Amendment to Credit Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • New York
WHEREAS, pursuant to the Share Purchase Agreement, dated as of August 23, 2019 (the “Signing Date”) (together with the schedules thereto and any disclosure letter delivered pursuant thereto, as amended, supplemented or modified from time to time, the “Purchase Agreement”), by and among the Canadian Borrower, as purchaser, and Swallowfield plc, incorporated in England and Wales with registered number 01975376 whose registered office is at Swallowfield House, Station Road, Wellington, Somerset, TA21 8NL, as the seller, the Canadian Borrower intends to acquire the Sale Shares (as defined in the Purchase Agreement) in Curzon Supplies Limited (the “Target”), incorporated in England and Wales with registered number 11911041 whose registered office is at Swallowfield House, Station Road, Wellington, Somerset, TA21 8NL (the “Acquisition”), and in connection therewith, the Borrowers will obtain Incremental Term Loans (as defined in Section 2 below), the proceeds of which will be used, together
SHAREHOLDERS AGREEMENT BY AND AMONG CC KDC CO-INVEST LP (CAYMAN) AND CDP INVESTISSEMENTS INC. AND UPPER INVEST LTD. AND KNOWLTON DEVELOPMENT CORPORATION, INC.Shareholder Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • British Columbia
WHEREAS on the date hereof, the Corporation (as defined herein) will consummate an underwritten initial public offering (the “IPO”) of Common Shares (as defined herein) of the Corporation; and
KNOWLTON DEVELOPMENT PARENT INC. STOCK OPTION PLAN Stock Option AgreementStock Option Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • Delaware
THIS AGREEMENT (this “Option Agreement”), is made effective as of [●] (the “Grant Date”), by and between Knowlton Development Parent, Inc., a corporation incorporated under the BCBCA (the “Company”), and [●] (the “Optionee”). Capitalized terms used but not otherwise defined herein shall have the meanings so indicated in the Knowlton Development Parent Inc. Stock Option Plan (the “Plan”).
KNOWLTON DEVELOPMENT PARENT INC. STOCK OPTION PLAN Stock Option AgreementStock Option Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • Delaware
THIS AGREEMENT (this “Option Agreement”), is made effective as of [●] (the “Grant Date”), by and between Knowlton Development Parent, Inc., a corporation incorporated under the BCBCA (the “Company”), and [●] (the “Optionee”). Capitalized terms used but not otherwise defined herein shall have the meanings so indicated in the Knowlton Development Parent Inc. Stock Option Plan (the “Plan”).
REFINANCING AMENDMENT (AMENDMENT NO. 4 TO CREDIT AGREEMENT)Credit Agreement • July 12th, 2021 • Knowlton Development Corp Inc • Perfumes, cosmetics & other toilet preparations • New York
REFINANCING AMENDMENT (this “Agreement”), dated as of January 29, 2020, among KNOWLTON DEVELOPMENT HOLDCO, INC., a corporation duly constituted under the laws of the Province of British Columbia (“Holdings”), KDC US HOLDINGS, INC., a Virginia corporation (the “US Borrower”), KNOWLTON DEVELOPMENT CORPORATION INC., a corporation duly amalgamated under the laws of the Province of British Columbia (the “Canadian Borrower” or “Borrower Representative” and, together with the US Borrower, each, a “Borrower” and collectively, the “Borrowers”), the subsidiaries of the Borrowers party hereto, UBS AG, Stamford Branch (“UBS”), as New Fronting Term Lender (as defined below), UBS Securities LLC (the “Lead-Left Arranger”), and Jefferies Finance LLC (“Jefferies” and, together with the Lead-Left Arranger acting in their capacities as the lead arrangers, collectively, the “Lead Arrangers” and each, a “Lead Arranger”) and UBS AG, Stamford Branch, in its capacity as administrative agent and collateral age
