SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN WESTROCK COMPANY AND INGEVITY CORPORATION DATED AS OF _______, 2016Separation and Distribution Agreement • April 20th, 2016 • Ingevity Corp • Chemicals & allied products • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of ______, 2016 (this “Agreement”), is by and between WestRock Company, a Delaware corporation (“Parent”), and Ingevity Corporation, a Delaware corporation (“SpinCo”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
CRUDE TALL OIL AND BLACK LIQUOR SOAP SKIMMINGS AGREEMENTCrude Tall Oil and Black Liquor Soap Skimmings Agreement • April 20th, 2016 • Ingevity Corp • Chemicals & allied products • Virginia
THIS CRUDE TALL OIL AND BLACK LIQUOR SOAP SKIMMINGS AGREEMENT (this “Agreement”) is made and entered into on ___________, 2016, (“Effective Date”), by and between WestRock Shared Services, LLC and WestRock MWV, LLC, on behalf of the affiliates of WestRock Company (“Seller”), and Ingevity Corporation, a Delaware corporation (“Buyer”). Buyer and Seller may each be referred to as a “Party” and collectively as the “Parties.”
COVINGTON PLANT GROUND LEASE AGREEMENT between WESTROCK VIRGINIA, LLC and INGEVITY VIRGINIA CORPORATION Dated as of February 1, 2016Ground Lease Agreement • April 20th, 2016 • Ingevity Corp • Chemicals & allied products • Virginia
THIS AGREEMENT (this “Lease”) is made as and effective as of 12:01 a.m. on February 1, 2016 (the “Effective Date”) between WESTROCK VIRGINIA, LLC, a Delaware limited liability company, as landlord (the “Mill Owner”), and INGEVITY VIRGINIA CORPORATION, a Virginia corporation, as tenant (“Ingevity”), under the following circumstances:
INTELLECTUAL PROPERTY AGREEMENTIntellectual Property Agreement • April 20th, 2016 • Ingevity Corp • Chemicals & allied products
This INTELLECTUAL PROPERTY AGREEMENT, dated as of ______, 2016 (this “Agreement”), is by and between WestRock Company, a Delaware corporation (“Parent”), and Ingevity Corporation, a Delaware corporation (“SpinCo”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Section 1 or the Separation Agreement. SpinCo and Parent may be individually referred to herein as a “Party” and collectively as the “Parties”.
FORM OF TRANSITION SERVICES AGREEMENTTransition Services Agreement • April 20th, 2016 • Ingevity Corp • Chemicals & allied products • Delaware
This TRANSITION SERVICES AGREEMENT, dated as of _______, 2016 (this “Agreement”), is by and between WestRock Company, a Delaware corporation (“Provider”), and Ingevity Corporation, a Delaware corporation (“SpinCo”).
