4 6 Agreement pursuant to reservations, agreements or employee benefit plans referred to in the Prospectus or pursuant to the exercise of convertible securities or options referred to in the Prospectus). The shares of issued and outstanding capital...Underwriting Agreement • August 17th, 2001 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
EXHIBIT 4.1 FIRST AMENDMENT TO RIGHTS AGREEMENT THIS FIRST AMENDMENT TO RIGHTS AGREEMENT, dated as of December 14, 2003 (this "Amendment"), is entered into by and between The Dial Corporation, a Delaware corporation (the "Company"), and Wells Fargo...Rights Agreement • December 15th, 2003 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
INDEMNIFICATION AGREEMENT (Officer) This Indemnification Agreement ("Agreement") is made as of the 15th day of August, 1996, by and between The Dial Corporation (the "Corporation"), a Delaware corporation, and _______________, an Officer of the...Indemnification Agreement • November 12th, 1996 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
Exhibit 10.1 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement") by and between The Dial Corporation, a Delaware corporation (the "Company") and Herbert M. Baum (the "Executive"), dated as of the 15th day of August, 2002 (the "Effective...Employment Agreement • November 8th, 2002 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
RECITALSCredit Agreement • May 17th, 2001 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
WITNESSETHCredit Agreement • March 12th, 2003 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • North Carolina
EXHIBIT 10.2 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "AGREEMENT") by and between, The Dial Corporation, a Delaware corporation (the "COMPANY"), and [insert name] (the "EXECUTIVE"), dated as of the 14th day of December, 2003. WHEREAS, the...Employment Agreement • December 15th, 2003 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Arizona
2- 4 to the Representative, as agent for the Sellers, to (i) pay the SMI Transaction Expense Payments (as defined in Section 10.11) and (ii) to disburse the remaining amount, after payment of all such SMI Transaction Expense Payments by the...Purchase Agreement • September 21st, 1998 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
1 Exhibit 10(o) EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement") by and between The Dial Corporation, a Delaware corporation (the "Company") and Herbert M. Baum (the "Executive"), dated as of the 26th day of January, 2001 (the "Effective...Employment Agreement • March 8th, 2001 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
December 14, 2003 [Executive] [Address] [Address] Dear [Executive]: This letter agreement (the "AGREEMENT") sets forth the agreements among you (sometimes referred to as the "Executive"), Henkel KGaA ("HENKEL") and The Dial Corporation (the "COMPANY")...Letter Agreement • December 15th, 2003 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Arizona
FINAL AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement"), dated as of December 14, 2003, is entered into by and between The Dial Corporation, a Delaware corporation (the "Company") and Herbert M....Employment Agreement • December 15th, 2003 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
1 EXHIBIT 2 PURCHASE AGREEMENT This Purchase Agreement (this "Agreement"), dated as of the 28th day of August, 2001, by and among The Dial Corporation, a Delaware corporation ("Dial"), SMILLC Holding Co., Inc., a Delaware corporation ("Holdco" and...Purchase Agreement • September 5th, 2001 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
WITNESSETHLicense Agreement • October 16th, 1997 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Nebraska
1 EXHIBIT 10(m) RESTATED EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement"), dated August 11, 1997, between The Dial Corporation, a Delaware corporation (the "Company"), and Malcolm Jozoff (the "Executive"). WHEREAS, on May 13, 1996, the...Employment Agreement • March 4th, 1998 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Arizona
EXHIBIT 2.1 AMENDMENT TO AGREEMENT AND PLAN OF MERGER AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this "Amendment"), dated as of March 15, 2004, by and among Henkel KGaA, a Kommanditgesellschaft auf Aktien (a partnership limited by shares) organized...Agreement and Plan of Merger • March 15th, 2004 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
EXHIBIT 10(a) THE DIAL CORPORATION BENEFITS PROTECTION TRUST FOR CHANGE-IN- CONTROL ARRANGEMENTS This Trust Agreement (the "Trust Agreement") made this 11th day of April, 2002, by and between The Dial Corporation, a Delaware corporation (the...Trust Agreement • May 14th, 2002 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
THE DIAL CORPORATION (a Delaware corporation) 4,695,751 Shares of Common Stock U.S. PURCHASE AGREEMENT Dated: November 10, 1997 TABLE OF CONTENTS U.S. PURCHASE AGREEMENT...................................................1 SECTION 1. Representations...Dial Corp /New/ • November 12th, 1997 • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
August 7, 2000 Mr. Herbert M. Baum The Dial Corporation 15501 North Dial Boulevard Scottsdale, AZ 85260-1619 Dear Herb: On behalf of the Board of Directors of The Dial Corporation (the "Company"), I want to thank you for agreeing to serve as Chairman,...Dial Corp /New/ • November 14th, 2000 • Soap, detergents, cleang preparations, perfumes, cosmetics
ARTICLE ONE ISSUANCE OF NOTESSecond Supplemental Indenture • August 17th, 2001 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
among THE DIAL CORPORATION as Borrower,Day Credit Agreement • March 29th, 2002 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • North Carolina
2 3 to such Business Combination of the Outstanding Company Common Stock and Outstanding Company Voting Securities, as the case may be, (ii) no Person (excluding any corporation resulting from such Business Combination or any employee benefit plan (or...Change of Control Agreement • March 30th, 1999 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
1 EXHIBIT 10.2 AMENDED AND RESTATED TRADE RECEIVABLES PURCHASE AND SALE AGREEMENT Dated as of February 12, 1997 DIAL RECEIVABLES CORPORATION, a Delaware corporation (the "Seller"), THE DIAL CORPORATION, a Delaware corporation ("Dial"), as Collection...Trade Receivables Purchase and Sale Agreement • October 16th, 1997 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
2- 3 substantially all of the Company's assets either directly or through one or more subsidiaries) in substantially the same proportions as their ownership, immediately prior to such Business Combination of the Outstanding Company Common Stock and...Change of Control Agreement • August 17th, 1999 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
December 14, 2003 Herbert M. Baum The Dial Corporation 15501 North Dial Corporation Scottsdale, Arizona 85260-1619 Dear Mr. Baum: This letter agreement (the "AGREEMENT") sets forth the agreements among you (sometimes referred to as the "EXECUTIVE"),...Letter Agreement • December 15th, 2003 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Arizona
THE DIAL CORPORATION 364-DAY CREDIT AGREEMENT TEMPORARY WAIVER AGREEMENTTemporary Waiver Agreement • March 10th, 2004 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • North Carolina
1 Exhibit 10.2 WAIVER OF CLAIMS AND ACKNOWLEDGMENT AGREEMENT This Waiver of Claims and Acknowledgment Agreement ("Agreement") is entered into between Susan J. Riley ("Releasing Party") and The Dial Corporation ("Dial"). Releasing Party's employment...Claims and Acknowledgment Agreement • November 14th, 2000 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Arizona
AGREEMENT AND PLAN OF MERGER dated as of December 14, 2003 by and among Henkel KGaA, Henkel Merger Corporation and The Dial CorporationAgreement and Plan of Merger • December 15th, 2003 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 14, 2003, is by and among Henkel KGaA, a Kommanditgesellschaft auf Aktien (a partnership limited by shares) organized under the laws of the Federal Republic of Germany (“Parent”), Henkel Merger Corporation, a Delaware corporation and an indirect wholly-owned subsidiary of Parent (“Merger Sub”), and The Dial Corporation, a Delaware corporation (the “Company”).
2 3 any corporation resulting from such Business Combination or any employee benefit plan (or related trust) of the Company or such corporation resulting from such Business Combination) beneficially owns, directly or indirectly, 20% or more of,...Change of Control Agreement • March 30th, 1999 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
Exhibit 10.2 WAIVER OF CLAIMS AND SETTLEMENT AGREEMENT This Waiver of Claims and Settlement Agreement ("Agreement") is entered into between Robert F. Bernstock ("Releasing Party") and The Dial Corporation (the "Company"). Releasing Party voluntarily...Waiver of Claims and Settlement Agreement • August 6th, 2003 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Arizona
AMENDMENT TO THE DIAL CORP 1992 STOCK INCENTIVE PLANDial Corp /New/ • March 10th, 2004 • Soap, detergents, cleang preparations, perfumes, cosmetics
EXHIBIT 10.1 MEMORANDUM OF UNDERSTANDING The undersigned parties to this consolidated action now pending in the Superior Court of Arizona, County of Maricopa and to a parallel Delaware action pending in Delaware Chancery Court (collectively, the...Dial Corp /New/ • March 15th, 2004 • Soap, detergents, cleang preparations, perfumes, cosmetics
Exhibit 10.1 WAIVER OF CLAIMS AND ACKNOWLEDGMENT AGREEMENT This Waiver of Claims and Acknowledgment Agreement ("Agreement") is entered into between Mark Whitehouse ("Releasing Party") and The Dial Corporation (the "Company"). Releasing Party and the...Waiver of Claims and Acknowledgment Agreement • May 7th, 2003 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Arizona
Exhibit 10(o) WAIVER OF CLAIMS AND ACKNOWLEDGMENT AGREEMENT This Waiver of Claims and Acknowledgment Agreement ("Agreement") is entered into between Mark Shook ("Releasing Party") and The Dial Corporation (the "Company"). Releasing Party and the...Waiver of Claims and Acknowledgment Agreement • March 12th, 2003 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Arizona
AMENDMENT TO THE DIAL CORPORATION 1996 STOCK INCENTIVE PLAN (AMENDED AND RESTATED JULY 27, 2003)Dial Corp /New/ • March 10th, 2004 • Soap, detergents, cleang preparations, perfumes, cosmetics
6 1/2% SENIOR NOTES DUE 2008 THE DIAL CORPORATIONFirst Supplemental Indenture • March 30th, 1999 • Dial Corp /New/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
