SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN WESTROCK COMPANY AND INGEVITY CORPORATION DATED AS OF MAY 14, 2016Separation and Distribution Agreement • May 16th, 2016 • Ingevity Corp • Chemicals & allied products • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of May 14, 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.
INTELLECTUAL PROPERTY AGREEMENTIntellectual Property Agreement • May 16th, 2016 • Ingevity Corp • Chemicals & allied products
This INTELLECTUAL PROPERTY AGREEMENT, dated as of May 14, 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”.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • May 16th, 2016 • Ingevity Corp • Chemicals & allied products • Delaware
This TRANSITION SERVICES AGREEMENT, dated as of May 14, 2016 (this “Agreement”), is by and between WestRock Company, a Delaware corporation (“Provider”), and Ingevity Corporation, a Delaware corporation (“SpinCo”).
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • May 16th, 2016 • Ingevity Corp • Chemicals & allied products
This Employee Matters Agreement (this “Agreement”), dated as of May 14, 2016, with effect as of the Effective Time (as defined below), is entered into by and between WestRock Company, a Delaware corporation (“Parent”), and Ingevity Corporation, a Delaware corporation (“SpinCo,” and together with Parent, the “Parties”).
