Triumph Group Inc Sample Contracts

RECITALS:
Stock Purchase Agreement • December 10th, 1998 • Triumph Group Inc / • Aircraft & parts • Delaware
RECITALS
Purchase Agreement • August 13th, 1998 • Triumph Group Inc / • Aircraft & parts • Delaware
AGREEMENT FOR TRIUMPH GROUP, INC. RESTRICTED STOCK
Restricted Stock Agreement • June 5th, 2001 • Triumph Group Inc / • Aircraft & parts
BY AND AMONG
Stock Purchase Agreement • September 15th, 1997 • Triumph Group Inc / • Aircraft & parts • California
RECITALS
Purchase Agreement • December 10th, 1998 • Triumph Group Inc / • Aircraft & parts • Delaware
WITNESSETH:
Employment Agreement • November 12th, 1999 • Triumph Group Inc / • Aircraft & parts • Pennsylvania
Exhibit 10.29 $125,000,000 REVOLVING CREDIT FACILITY AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • June 18th, 1998 • Triumph Group Inc / • Aircraft & parts • Pennsylvania
Common Stock
Underwriting Agreement • June 6th, 2002 • Triumph Group Inc / • Aircraft & parts • New York
REGISTRATION RIGHTS AGREEMENT by and among Triumph Group, Inc. and the Guarantors party hereto and Banc of America Securities LLC J.P. Morgan Securities Inc.
Registration Rights Agreement • November 19th, 2009 • Triumph Group Inc / • Aircraft & parts • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 16, 2009, by and among Triumph Group, Inc., a Delaware corporation (the “Company”), the guarantors listed on the signature pages hereto (collectively, the “Guarantors”), and Banc of America Securities LLC and J.P. Morgan Securities Inc., as representatives of the several initial purchasers listed on Schedule A to the Purchase Agreement (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 8% Senior Subordinated Notes due 2017 (the “Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Notes and the Guarantees attached thereto are herein collectively referred to as the “Securities.”

RECITALS
Purchase Agreement • October 23rd, 1998 • Triumph Group Inc / • Aircraft & parts • Delaware
EQUITY DISTRIBUTION AGREEMENT February 4, 2021
Equity Distribution Agreement • February 4th, 2021 • Triumph Group Inc • Aircraft & parts • New York

Triumph Group, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with Citigroup Global Markets Inc. (the “Manager”) as set forth below.

350,000,000 REVOLVING CREDIT FACILITY AMENDED AND RESTATED CREDIT AGREEMENT
Revolving Credit Facility • November 13th, 2000 • Triumph Group Inc / • Aircraft & parts • Pennsylvania
CHANGE OF CONTROL EMPLOYMENT AGREEMENT
Change of Control Employment Agreement • May 18th, 2011 • Triumph Group Inc • Aircraft & parts • Delaware

CHANGE OF CONTROL EMPLOYMENT AGREEMENT, dated as of the 7th day of March, 2008 (this “Agreement”), by and between Triumph Group, Inc., a Delaware corporation (the “Company”), and Jeffry D. Frisby (the “Executive”).

TWENTY-FIFTH AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • December 9th, 2019 • Triumph Group Inc • Aircraft & parts • New York

This TWENTY-FIFTH AMENDMENT (this “Amendment”), dated as of December 6, 2019, is among TRIUMPH RECEIVABLES, LLC, a Delaware limited liability company, as seller (the “Seller”), TRIUMPH GROUP, INC., a Delaware corporation (“Triumph”), as servicer (in such capacity, together with its successors and permitted assigns in such capacity, the “Servicer”), PNC CAPITAL MARKETS LLC, a Pennsylvania limited liability company, as Structuring Agent, and PNC BANK, NATIONAL ASSOCIATION, a national banking association (“PNC”), as a Related Committed Purchaser, as a Purchaser Agent, and as administrator (in such capacity, together with its successors and permitted assigns in such capacity, the “Administrator”). Capitalized terms used but not otherwise defined herein have the respective meanings assigned thereto in the Agreement (as defined below).

TAX BENEFITS PRESERVATION PLAN dated as of March 13, 2019 between TRIUMPH GROUP, INC. and COMPUTERSHARE TRUST COMPANY, N.A. as Rights Agent
Tax Benefits Preservation Plan • March 13th, 2019 • Triumph Group Inc • Aircraft & parts • Delaware

TAX BENEFITS PRESERVATION PLAN, dated as of March 13, 2019 (the “Agreement”), between Triumph Group, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company, as rights agent (the “Rights Agent”).

WITNESSETH:
Employment Agreement • November 12th, 1999 • Triumph Group Inc / • Aircraft & parts • Pennsylvania
GUARANTEE AND COLLATERAL AGREEMENT made by TRIUMPH GROUP, INC. and certain of its Subsidiaries in favor of ROYAL BANK OF CANADA, as Administrative Agent Dated as of June 16, 2010
Guarantee and Collateral Agreement • June 22nd, 2010 • Triumph Group Inc • Aircraft & parts • New York

GUARANTEE AND COLLATERAL AGREEMENT, dated as of June 16, 2010, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of Royal Bank of Canada, as Administrative Agent (in such capacity, the “Administrative Agent”) for the banks and other financial institutions or entities (the “Lenders”) from time to time parties to the Credit Agreement, dated as of June 16, 2010 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Triumph Group, Inc. (the “Borrower”), the Lenders and the Administrative Agent.

WITNESSETH:
Employment Agreement • October 16th, 1996 • Triumph Group Inc / • Aircraft & parts • Pennsylvania
TWELFTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • May 28th, 2020 • Triumph Group Inc • Aircraft & parts • Pennsylvania

THIS TWELFTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of May 22, 2020, is made by and among TRIUMPH GROUP, INC., a Delaware corporation (“TGI”), the other BORROWERS party to the Credit Agreement (as hereinafter defined) (together with TGI, collectively, the “Borrowers” and, each, a “Borrower”), the GUARANTORS party to the Credit Agreement (collectively, the “Guarantors”), certain of the BANKS party to the Credit Agreement that are party hereto and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Banks (in such capacity, together with its successors and permitted assigns in such capacity, the “Administrative Agent”) under the Credit Agreement (as hereinafter defined). Capitalized terms used herein and not otherwise defined herein and defined in the Credit Agreement shall have the meanings assigned to them in the Credit Agreement.

REGISTRATION RIGHTS AGREEMENT by and among TRIUMPH GROUP, INC. and the GUARANTORS party hereto and as Representative of the several Initial Purchasers Dated as of August 17, 2017 REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 18th, 2017 • Triumph Group Inc • Aircraft & parts • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of August 17, 2017, by and among TRIUMPH GROUP, INC., a Delaware corporation (the “Company”), the guarantors listed on the signature pages hereto (collectively, the “Guarantors”) and J.P. Morgan Securities LLC as representative (the “Representative”) of the several initial purchasers listed on Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 7.750% Senior Notes due 2025 (the “Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Notes and the Guarantees attached thereto are herein collectively referred to as the “Securities.”

AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT dated as of September 29, 2020 among TRIUMPH RECEIVABLES, LLC, as Seller TRIUMPH GROUP, INC., as Servicer THE VARIOUS PURCHASERS, LC PARTICIPANTS AND PURCHASER AGENTS FROM TIME TO TIME PARTY HERETO,...
Receivables Purchase Agreement • October 5th, 2020 • Triumph Group Inc • Aircraft & parts • New York

substantial part of its property and, in the case of any such proceeding instituted against it (but not instituted by it), either such proceeding shall remain undismissed or unstayed for a period of 60 days, or any of the actions sought in such proceeding (including the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it or for any substantial part of its property) shall occur; or the Seller, Triumph, the Servicer or any Originator shall take any corporate action to authorize any of the actions set forth above in this paragraph;

TRIUMPH GROUP, INC. as Issuer and THE GUARANTORS PARTY HERETO 8.875% SENIOR SECURED FIRST LIEN NOTES DUE 2024 INDENTURE DATED AS OF AUGUST 17, 2020 U.S. BANK NATIONAL ASSOCIATION as Trustee
Indenture • August 18th, 2020 • Triumph Group Inc • Aircraft & parts • New York

This Indenture, dated as of August 17, 2020, is by and among Triumph Group, Inc., a Delaware corporation (the “Company” or the “Issuer”), the Guarantors (as defined herein), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).

TRIUMPH GROUP, INC. as Issuer and THE GUARANTORS PARTY HERETO 9.000% SENIOR SECURED FIRST LIEN NOTES DUE 2028 INDENTURE DATED AS OF MARCH 14, 2023 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee
Indenture • March 15th, 2023 • Triumph Group Inc • Aircraft & parts • New York

This Indenture, dated as of March 14, 2023, is by and among Triumph Group, Inc., a Delaware corporation (the “Company” or the “Issuer”), the Guarantors (as defined herein), and U.S. Bank Trust Company, National Association, a national banking association, as trustee (the “Trustee”).

7.750% SENIOR NOTES DUE 2025
Indenture • August 18th, 2017 • Triumph Group Inc • Aircraft & parts • New York

This Indenture, dated as of August 17, 2017, is by and among Triumph Group, Inc., a Delaware corporation (the “Company” or the “Issuer”), the Guarantors (as defined herein), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).

May 30, 2022 CONFIDENTIAL
Separation Agreement • June 14th, 2022 • Triumph Group Inc • Aircraft & parts • Pennsylvania

The purpose of this letter agreement (the “Agreement”) is to set forth the terms of your separation from Triumph Group, Inc. (“Triumph” or the “Company”). You and Triumph acknowledge and agree that your separation is deemed to be a “Qualifying Termination” for purposes of the Triumph Group, Inc. Executive Change in Control and General Severance Plan for Executive and Management Employees (the “Severance Plan”). We appreciate your service to Triumph and thank you for all of your efforts. In recognition of your service to Triumph and you’re agreeing to be bound by the terms and conditions of this Agreement, we have agreed to the following exit package for you:

FORM OF EMPLOYMENT AGREEMENT
Employment Agreement • June 12th, 2003 • Triumph Group Inc / • Aircraft & parts • Pennsylvania

THIS AGREEMENT dated this 1st day of January 2003 by and between TRIUMPH GROUP, INC., a Delaware corporation (the "Company"), and Richard M. Eisenstaedt ("Executive").

TRIUMPH GROUP, INC. (a Delaware corporation) 5,000,000 Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • November 9th, 2011 • Triumph Group Inc • Aircraft & parts • New York
WITNESSETH:
Employment Agreement • November 12th, 1999 • Triumph Group Inc / • Aircraft & parts • Pennsylvania
1,000,000,000.00 REVOLVING CREDIT FACILITY SECOND AMENDED AND RESTATED CREDIT AGREEMENT by and among TRIUMPH GROUP, INC., and THE OTHER BORROWERS PARTY HERETO and THE GUARANTORS PARTY HERETO and THE BANKS PARTY HERETO and PNC BANK, NATIONAL...
Revolving Credit Facility • May 29th, 2012 • Triumph Group Inc • Aircraft & parts • Pennsylvania

THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT is dated as of May 23, 2012, and is made by and among TRIUMPH GROUP, INC., a Delaware corporation ("TGI"), the other BORROWERS (as hereinafter defined), the GUARANTORS (as hereinafter defined), the BANKS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as Administrative Agent for the Banks under this Agreement (hereinafter referred to in such capacity together with its successors and assigns, as the "Administrative Agent").

8.625% SENIOR NOTES DUE 2018
Indenture • June 22nd, 2010 • Triumph Group Inc • Aircraft & parts • New York

This Indenture, dated as of June 16, 2010, is by and among Triumph Group, Inc., a Delaware corporation (the “Company” or the “Issuer”), the Guarantors (as defined herein), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).

AMENDMENT NO. 1 TO TAX BENEFITS PRESERVATION PLAN
Tax Benefits Preservation Plan • March 13th, 2025 • Triumph Group Inc • Aircraft & parts • Delaware
SECOND AMENDED AND RESTATED PERFORMANCE GUARANTY
Performance Guaranty • February 9th, 2022 • Triumph Group Inc • Aircraft & parts • New York

This SECOND AMENDED AND RESTATED PERFORMANCE GUARANTY (as amended, restated, supplemented or otherwise modified from time to time, this “Performance Guaranty”), dated as of November 5, 2021, is made by TRIUMPH GROUP, INC. (“Triumph”), a corporation organized under the laws of the State of Delaware, as performance guarantor (the “Performance Guarantor”), in favor of PNC BANK, NATIONAL ASSOCIATION (“PNC”), as administrator (the “Administrator”) for the benefit of the Purchasers, the LC Bank, the Purchaser Agents, each Indemnified Party and each Affected Person (and each of their respective successors and assigns) (collectively with the Administrator, the “Beneficiaries”) under and as defined in the Receivables Purchase Agreement (as defined below).