COTY INC. AND THE GUARANTORS FROM TIME TO TIME PARTY HERETO €700,000,000 3.875% SENIOR SECURED NOTES DUE 2026 INDENTURE Dated as of June 16, 2021 DEUTSCHE BANK TRUST COMPANY AMERICAS As Trustee, Registrar and Collateral Agent AND DEUTSCHE BANK AG,...Supplemental Indenture • June 16th, 2021 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
INDENTURE dated as of June 16, 2021 among Coty Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), the Guarantors (as defined herein) from time to time party hereto and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee, Registrar and Collateral Agent (each as defined below) and Deutsche Bank AG, London Branch, as Paying Agent (as defined below).
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 24th, 2013 • Coty Inc / • Perfumes, cosmetics & other toilet preparations • Delaware
This Indemnification Agreement (this “Agreement”) is entered into as of [_] by and between Coty Inc., a Delaware corporation (the “Company”), and [_] (the “Indemnitee”) and is effective as of [_] (the “Effective Date”).
Coty Inc. 33,000,000 Shares Class A Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • October 2nd, 2023 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
AMENDMENT NO. 5 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 9th, 2023 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
AMENDED AND RESTATED CREDIT AGREEMENT, dated as of April 5, 2018 (this “Agreement”) among COTY INC., a Delaware corporation (the “Parent Borrower”), COTY B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands, having its corporate seat in Amsterdam, the Netherlands and registered with the trade register of the Chamber of Commerce under number 37069236 (the “Dutch Borrower”), the LENDERS party hereto from time to time and JPMORGAN CHASE BANK, N.A., as Administrative Agent and as Collateral Agent, which amends and restates that certain Credit Agreement, dated as of October 27, 2015 (as amended restated, amended and restated, supplemented or otherwise modified from time to time prior to effectiveness of this Agreement, the “Existing Coty Credit Agreement”), by and among the Parent Borrower, the financial institutions party thereto from time to time as lenders and JPMorgan Chase Bank, N.A., as Adm
COTY INC., as the Company, HFC PRESTIGE PRODUCTS, INC. and HFC PRESTIGE INTERNATIONAL U.S. LLC, as Co-Issuers AND THE GUARANTORS FROM TIME TO TIME PARTY HERETO €500,000,000 5.750% SENIOR SECURED NOTES DUE 2028 INDENTURE Dated as of September 19, 2023...Supplemental Indenture • September 19th, 2023 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
INDENTURE dated as of September 19, 2023 among Coty Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), as issuer, HFC Prestige Products, Inc., a corporation duly organized and existing under the laws of the State of Connecticut, and HFC Prestige International U.S. LLC, a limited liability company duly formed and existing under the laws of the State of Delaware, as co-issuers (the “Co-Issuers,” and collectively with the Company, the “Issuers”), the Guarantors (as defined herein) from time to time party hereto and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee, Registrar and Collateral Agent (each as defined herein) and Deutsche Bank AG, London Branch, as Paying Agent (as defined herein).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 26th, 2020 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • Delaware
REGISTRATION RIGHTS AGREEMENT, dated as of May 26, 2020 (the “Agreement”), by and among Coty Inc., a Delaware corporation (the “Company”), and KKR Rainbow Aggregator L.P., a Delaware limited partnership (together with its successors and assigns, the “Investor”). The Investor and any other party that may become a party hereto pursuant to Section 9(c) are referred to collectively as the “Stockholders” and individually each as a “Stockholder”.
EMPLOYMENT AGREEMENTEmployment Agreement • February 4th, 2016 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
INVESTMENT AGREEMENT by and among COTY INC., and KKR RAINBOW AGGREGATOR L.P. Dated as of May 11, 2020Investment Agreement • May 12th, 2020 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • Delaware
INVESTMENT AGREEMENT, dated as of May 11, 2020 (this “Agreement”), by and among Coty Inc., a Delaware corporation (the “Company”) and KKR Rainbow Aggregator L.P., a Delaware limited partnership (the “Investor”).
DATED 23rd December 2015Coty Inc. • February 4th, 2016 • Perfumes, cosmetics & other toilet preparations • England and Wales
St James's Place UK Plc (incorporated and registered in England and Wales under company registration number 02628062), the registered office of which is at St James's Place House, 1 Tetbury Road, Gloucester GL7 1FP.
PLEDGE AND SECURITY AGREEMENT Dated as of September 19, 2023 by and among THE GRANTORS REFERRED TO HEREIN and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Collateral AgentPledge and Security Agreement • September 19th, 2023 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
This PLEDGE AND SECURITY AGREEMENT (this “Security Agreement”) is entered into as of September 19, 2023, by and among COTY INC., a Delaware corporation (the “Company”), HFC Prestige Products, Inc., a Connecticut corporation (“HFC Inc.”), HFC Prestige International U.S. LLC, a Delaware limited liability company (“HFC LLC”), the other entities identified as “Grantors” on the signature pages hereto from time to time (each, a “Subsidiary Party” and, collectively, the “Subsidiary Parties”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, in its capacity as collateral agent for the Notes Secured Parties (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 5, 2018, among COTY INC., as the Parent BorrowerCredit Agreement • April 10th, 2018 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
AMENDED AND RESTATED CREDIT AGREEMENT, dated as of April 5, 2018 (this “Agreement”) among COTY INC., a Delaware corporation (the “Parent Borrower”), COTY B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands, having its corporate seat in Amsterdam, the Netherlands and registered with the trade register of the Chamber of Commerce under number 37069236 (the “Dutch Borrower”), the LENDERS party hereto from time to time and JPMORGAN CHASE BANK, N.A., as Administrative Agent and as Collateral Agent, which amends and restates that certain Credit Agreement, dated as of October 27, 2015 (as amended restated, amended and restated, supplemented or otherwise modified from time to time prior to effectiveness of this Agreement, the “Existing Coty Credit Agreement”), by and among the Parent Borrower, the financial institutions party thereto from time to time as lenders and JPMorgan Chase Bank, N.A., as Adm
COTY EMPLOYMENT CONTRACT FOR AN INDEFINITE PERIOD OF TIMEEmployment Contract • May 11th, 2020 • Coty Inc. • Perfumes, cosmetics & other toilet preparations
The parties wish to enter into an employment contract for an indefinite period of time and record the details of that agreement in writing as follows;
2,500,000,000 CREDIT AGREEMENT Dated as of April 2, 2013 among COTY INC., THE LENDERS PARTIES HERETO, BANK OF AMERICA, N.A., BNP PARIBAS, CREDIT AGRICOLE CORPORATE & INVESTMENT BANK, DEUTSCHE BANK SECURITIES INC., ING BANK N.V., MORGAN STANLEY MUFG...Credit Agreement • April 24th, 2013 • Coty Inc / • Perfumes, cosmetics & other toilet preparations • New York
CREDIT AGREEMENT, dated as of April 2, 2013 (this “Agreement”), among COTY INC., a Delaware corporation (the “Borrower”), the banks, financial institutions or other entities from time to time parties to this Agreement (as more specifically defined below, the “Lenders”) BNP PARIBAS, CREDIT AGRICOLE CORPORATE & INVESTMENT BANK, DEUTSCHE BANK SECURITIES INC., ING BANK N.V., BANK OF AMERICA, N.A., MORGAN STANLEY MUFG LOAN PARTNERS, LLC and WELLS FARGO BANK, N.A. as syndication agents (in such capacities, the “Syndication Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent.
EMPLOYMENT AGREEMENTEmployment Agreement • February 9th, 2017 • Coty Inc. • Perfumes, cosmetics & other toilet preparations
This Employment Agreement (the “Agreement”) is entered into this 11th day of October, 2016 between Coty Services UK Limited, a company incorporated in England and Wales with the company number 325646 (the “Company”) and Greerson McMullen (“Executive”). The Company is a direct or indirect subsidiary of Coty Inc., (“Coty Inc.”) which has its head offices at 350 Fifth Avenue, New York, NY 10118.
800,000,000 CREDIT AGREEMENTCredit Agreement • March 27th, 2015 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 1st, 2015 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of April 1, 2015 (this “Agreement”), is made among Coty Inc., a Delaware corporation (the “Company”), and Mousseluxe S.à.r.l., a company organized under the laws of Luxembourg (the “Shareholder”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 20th, 2015 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
EMPLOYMENT AGREEMENT dated as of 17 April 2015, by and between Coty Inc., a Delaware corporation (the “Company”), and Elio Leoni Sceti (“Executive”).
AMENDMENT NO. 6 TO AMENDED AND RESTATED CREDIT AGREEMENT (REFINANCING AMENDMENT)Credit Agreement • July 14th, 2023 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
AMENDED AND RESTATED CREDIT AGREEMENT, dated as of April 5, 2018 (this “Agreement”) among COTY INC., a Delaware corporation (the “Parent Borrower”), COTY B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands, having its corporate seat in Amsterdam, the Netherlands and registered with the trade register of the Chamber of Commerce under number 37069236 (the “Dutch Borrower”), the LENDERS party hereto from time to time and JPMORGAN CHASE BANK, N.A., as Administrative Agent and as Collateral Agent, which amends and restates that certain Credit Agreement, dated as of October 27, 2015 (as amended restated, amended and restated, supplemented or otherwise modified from time to time prior to effectiveness of this Agreement, the “Existing Coty Credit Agreement”), by and among the Parent Borrower, the financial institutions party thereto from time to time as lenders and JPMorgan Chase Bank, N.A., as Adm
CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENTConfidentiality, Non-Competition and Non-Solicitation Agreement • February 27th, 2019 • Coty Inc. • Perfumes, cosmetics & other toilet preparations
This AGREEMENT (the “Agreement”) is made and entered into as of this day of [month], [year] by and between , France local employing entity (the “Company” and, collectively with its affiliates, the “Company Group”), and (“Executive”) (each a “Party,” and collectively, the “Parties”).
GUARANTY Dated as of October 27, 2015 among THE GUARANTORS PARTY HERETO FROM TIME TO TIME, and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral AgentCoty Inc. • October 30th, 2015 • Perfumes, cosmetics & other toilet preparations • New York
This GUARANTY, dated as of October 27, 2015, is among the Guarantors set forth on Schedule I hereto and JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent for the Secured Parties.
September 13, 2016Coty Inc. • November 9th, 2016 • Perfumes, cosmetics & other toilet preparations
Reference is made to the Transaction Agreement among The Procter & Gamble Company, Galleria Co., Coty Inc. and Green Acquisition Sub Inc. (the “Parties”), dated July 8, 2015 (as amended from time to time, the “Transaction Agreement”). This letter, Exhibit A and Attachment A attached hereto, which together are referred to herein as the “Side Letter,” are intended to confirm the mutual understanding of the Parties with respect to certain employees of Parent who are not actively at work due to long-term disability as of the Closing Date.
FORM OF ELITE SUBSCRIPTION AND STOCK OPTION AGREEMENTSubscription and Stock Option Agreement • May 10th, 2017 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
This Subscription and Stock Option Agreement (this “Agreement”), dated [DATE], (the “Agreement Date”) is by and between, Coty Inc., a Delaware corporation (the “Company”) and [NAME] (the “Participant”) and collectively as “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • October 28th, 2016 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • England and Wales
EMPLOYMENT AGREEMENT dated as of October 24, 2016, by and between Coty Services UK Limited, a company incorporated in England and Wales under registration number 325646 (the “Company”), and Camillo Pane (the “Executive” ).
TRANSACTION AGREEMENTTransaction Agreement • August 17th, 2015 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
COTY INC. (a Delaware corporation) [_______] Shares of Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 14th, 2013 • Coty Inc / • Perfumes, cosmetics & other toilet preparations • New York
EMPLOYMENT CONTRACTCoty Inc. • May 16th, 2014 • Perfumes, cosmetics & other toilet preparations
COMMERCIAL LEASECommercial Lease • November 8th, 2013 • Coty Inc. • Perfumes, cosmetics & other toilet preparations
PATRIZIA GEWERBEINVEST KAG MBH, a limited liability company whose head office is at BurchardstraBe 14, 20095 Hamburg (Germany), registered with the Corporate and Trade Register of Hamburg under number HR B 79685, acting through its branch in Paris (75008), 6 Place de la Madeleine and registered with the Corporate and Trade Register of Paris under number 452 801 038.
Between Coty Inc. hereinafter: the “Company” And Jules Kaufman Domiciled at 711 Sheldon Road Wallkill, NY 12589 USA hereinafter: the “Employee”Employment Agreement • May 14th, 2013 • Coty Inc / • Perfumes, cosmetics & other toilet preparations
LEASE AGREEMENT Between WU/LH 500 AMERICAN L.L.C., as Landlord - and - COTY US LLC, as TenantLease Agreement • January 24th, 2013 • Coty Inc / • Perfumes, cosmetics & other toilet preparations • New Jersey
INDENTURE made this 14th day of August, 2012, by and between WU/LH 500 AMERICAN L.L.C., a Delaware limited liability company, with offices c/o Lighthouse Real Estate Management, 60 Hempstead Avenue, Suite 718, West Hempstead, NY 11552, hereinafter referred to as “Landlord”, and Coty US LLC, a Delaware limited liability company having an office and principal place of business at 410 American Road, Morris Plains, New Jersey 07950 hereinafter referred to as “Tenant”.
Restricted Stock Agreement Under Coty Inc. Executive Ownership Plan (as amended on April 8, 2013 and effective as of the Effective Date)Restricted Stock Agreement • April 24th, 2013 • Coty Inc / • Perfumes, cosmetics & other toilet preparations • New York
This Restricted Stock Agreement (“Agreement”), effective on the Effective Date, hereby amends the Restricted Stock Agreement (the “Original Restricted Stock Agreement”) entered into the Company and the applicable Participant on the applicable Investment Date. Any term capitalized but not defined in this Agreement will have the meaning set forth in the Coty Inc. Executive Ownership Plan, as amended April 8, 2013 (the “Plan”).
SECOND AMENDMENTSecond Amendment • October 2nd, 2014 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
SECOND AMENDMENT, dated as of September 29, 2014 (this “Amendment”), to the Credit Agreement, dated as of April 2, 2013 (as amended or modified from time to time, the “Credit Agreement”), among COTY INC. (the “Borrower”), the lenders and agents party thereto and JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”).
EMPLOYMENT CONTRACT FOR AN INDEFINITE PERIOD OF TIMECoty Inc. • February 9th, 2021 • Perfumes, cosmetics & other toilet preparations
The parties wish to enter into an employment contract for an indefinite period of time and record the details of that agreement in writing as follows;
IPO Unit Incentive Award Under Coty Inc. Long-Term Incentive PlanIpo Unit Incentive Award • April 24th, 2013 • Coty Inc / • Perfumes, cosmetics & other toilet preparations • New York
This instrument (the “Agreement”) evidences the grant effective ______________ (the “Grant Date”) of _________ IPO Units (the “IPO Units”) to ______________ (the “Participant”) by Coty Inc., a Delaware corporation (the “Company”). Any term capitalized but not defined in this Agreement will have the meaning set forth in the Coty Inc. Long-Term Incentive Plan (the “Plan”).
STOCKHOLDERS AGREEMENT BY AND AMONG COTY INC., JAB HOLDINGS B.V., JAB COSMETICS B.V., AND COTTAGE HOLDCO B.V. Dated as of March 17, 2019Stockholders Agreement • March 18th, 2019 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • Delaware
THIS STOCKHOLDERS AGREEMENT (as may be amended from time to time, this “Agreement”) is made as of March 17, 2019 and shall be effective in accordance with Section 4.01, by and among JAB Holdings B.V., a private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) organized under the laws of the Netherlands (the “JAB Holding Company”), JAB Cosmetics B.V., a private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) organized under the laws of the Netherlands and indirect wholly-owned Subsidiary of JAB Holding Company (“Parent”), Cottage Holdco B.V., a private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) organized under the laws of the Netherlands and direct wholly-owned Subsidiary of Parent (“Offer Purchaser” and, together with JAB Holding Company, Parent and any Affiliate Transferee who becomes a party to or bound by the provisions of this Agreement in accordance with the terms hereof, the “St
THIS SETTLEMENT AGREEMENT is made on 30 May 2020 BETWEEN:Settlement Agreement • August 27th, 2020 • Coty Inc. • Perfumes, cosmetics & other toilet preparations
(1)COTY MANAGEMENT B.V., a private limited liability company incorporated under the laws of the Netherlands, having its registered seat in Amsterdam, the Netherlands, and its office address at Schiphol Boulevard 393 Toren B, 1118 BJ Schiphol, the Netherlands, hereinafter: the Company; and
