Ralcorp Holdings Inc /Mo Sample Contracts

May 4th, 2012 · Common Contracts · 988 similar
Ralcorp Holdings Inc /MoAMENDED AND RESTATED CREDIT AGREEMENT dated as of May 1, 2012 among RALCORP HOLDINGS, INC., as Borrower THE LENDERS PARTY HERETO JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swingline Lender and Issuing Bank and SUNTRUST BANK and WELLS FARGO...

AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 1, 2012, among RALCORP HOLDINGS, INC., a Missouri corporation, the Lenders party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swingline Lender and Issuing Bank.

November 29th, 2012 · Common Contracts · 466 similar
Ralcorp Holdings Inc /MoAGREEMENT AND PLAN OF MERGER dated as of November 26, 2012 among RALCORP HOLDINGS, INC., CONAGRA FOODS, INC. and PHOENIX ACQUISITION SUB INC.

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of November 26, 2012, among RALCORP HOLDINGS, INC., a Missouri corporation (the “Company”), CONAGRA FOODS, INC., a Delaware corporation (“Parent”), and PHOENIX ACQUISITION SUB INC., a Missouri corporation and a wholly-owned subsidiary of Parent (“Merger Subsidiary”).

August 17th, 2009 · Common Contracts · 319 similar
Ralcorp Holdings Inc /MoREGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT dated August 14, 2009 (the “Agreement”) is entered into by and among Ralcorp Holdings, Inc., a Missouri corporation (the “Company”), the guarantorslisted on the signature page hereto (the “Guarantors”), and J.P. Morgan Securities Inc. (“JPMorgan”), and Banc of America Securities LLC (“Banc of America”), as representatives of the Initial Purchasers (the “Initial Purchasers”).

June 21st, 2010 · Common Contracts · 197 similar
Ralcorp Holdings Inc /MoAgreement and Plan of Merger by and among American Italian Pasta Company, Ralcorp Holdings, Inc. and Excelsior Acquisition Co. Dated as of June 20, 2010

This Agreement and Plan of Merger (this “Agreement”), dated as of June 20, 2010, is by and among American Italian Pasta Company, a Delaware corporation (the “Company”), Ralcorp Holdings, Inc., a Missouri corporation (“Parent”), and Excelsior Acquisition Co., a Delaware corporation (“Merger Sub”).

August 17th, 2009 · Common Contracts · 77 similar
Ralcorp Holdings Inc /MoRalcorp Holdings, Inc.,

SENIOR SECURED INDENTURE dated as of August 14, 2009, among Ralcorp Holdings, Inc., a Missouri corporation (hereinafter called the “Company”), having its principal executive office at 800 Market Street, Suite 2900, St. Louis, MO 63101, the Guarantors (as defined below) and Deutsche Bank Trust Company Americas, a New York banking corporation (hereinafter called the “Trustee”), having its principal corporate trust office at 60 Wall Street, New York, New York 10005.

August 11th, 2008 · Common Contracts · 74 similar
Ralcorp Holdings Inc /MoCREDIT AGREEMENT dated as of July 18, 2008 among RALCORP HOLDINGS, INC., as Borrower THE LENDERS PARTY HERETO JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swingline Lender and Issuing Bank SUNTRUST BANK, as Syndication Agent BANK OF AMERICA,...

CREDIT AGREEMENT dated as of July 18, 2008, among RALCORP HOLDINGS, INC., a Missouri corporation, the Lenders party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swingline Lender and Issuing Bank.

September 5th, 2012 · Common Contracts · 58 similar
Ralcorp Holdings Inc /MoCREDIT AGREEMENT dated as of August 30, 2012 among RALCORP HOLDINGS, INC., as Borrower THE LENDERS PARTY HERETO and GOLDMAN SACHS BANK USA, as Administrative Agent and GOLDMAN SACHS BANK USA, and BARCLAYS BANK PLC, Joint Lead Arrangers and Joint Bookrunners

This CREDIT AGREEMENT, dated as of August 30, 2012, is entered into by and among RALCORP HOLDINGS, INC., a Missouri corporation, the Lenders party hereto and GOLDMAN SACHS BANK USA, as Administrative Agent.

December 19th, 2001 · Common Contracts · 37 similar
Ralcorp Holdings Inc /MoEXHIBIT 10.4 RECEIVABLES PURCHASE AGREEMENT ------------------------------ DATED AS OF SEPTEMBER 25, 2001
August 8th, 2008 · Common Contracts · 33 similar
Ralcorp Holdings Inc /MoCable Holdco, Inc. to Deutsche Bank Trust Company Americas as Trustee
January 24th, 2012 · Common Contracts · 31 similar
Ralcorp Holdings Inc /MoCREDIT AGREEMENT dated as of January 20, 2012 among RALCORP HOLDINGS, INC., as Borrower THE LENDERS PARTY HERETO BARCLAYS BANK PLC, as Administrative Agent and JPMORGAN CHASE BANK, N.A., as Syndication Agent and WELLS FARGO BANK, N.A., SUNTRUST BANK,...

CREDIT AGREEMENT dated as of January 20, 2012, among RALCORP HOLDINGS, INC., a Missouri corporation, the Lenders party hereto and BARCLAYS BANK PLC, as Administrative Agent.

July 27th, 2000 · Common Contracts · 23 similar
Ralcorp Holdings Inc /Mo200,000,000 CREDIT AGREEMENT AMONG RALCORP HOLDINGS, INC. as Borrower, THE LENDERS NAMED HEREIN, and BANK ONE, NA, as Agent DATED AS OF July 10, 2000 BANC ONE CAPITAL MARKETS, INC., as Arranger and WACHOVIA BANK, N.A., as Syndication Agent
March 26th, 2009 · Common Contracts · 11 similar
Ralcorp Holdings Inc /MoMaster Securities Loan Agreement Dated as of: February 23, 2009
November 1st, 2006 · Common Contracts · 9 similar
Ralcorp Holdings Inc /MoPLEDGE AGREEMENT

THIS AGREEMENT is made as of the date stated on the last page hereof between the counterparty named on the last page hereof (“Pledgor”) and BANK OF AMERICA, N.A. (in its capacity as counterparty and secured party, “Secured Party”).

December 23rd, 1997 · Common Contracts · 7 similar
Ralcorp Holdings Inc /MoRECITALS --------
May 9th, 2006 · Common Contracts · 6 similar
Ralcorp Holdings Inc /MoAMENDED AND RESTATED MANAGEMENT CONTINUITY AGREEMENT
December 14th, 2011 · Common Contracts · 6 similar
Ralcorp Holdings Inc /MoCREDIT AGREEMENT dated as of October 3, 2011 among RALCORP HOLDINGS, INC., as Borrower THE LENDERS PARTY HERETO JPMORGAN CHASE BANK, N.A., as Administrative Agent and SUNTRUST BANK and WELLS FARGO BANK, NATIONAL ASSOCIATION as Co- Syndication Agents...

CREDIT AGREEMENT dated as of October 3, 2011, among RALCORP HOLDINGS, INC., a Missouri corporation, the Lenders party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

August 17th, 2009 · Common Contracts · 6 similar
Ralcorp Holdings Inc /MoRALCORP HOLDINGS, INC. $300,000,000 6.625% Senior Notes due 2039

Terms used in paragraph (a) and this paragraph (b) and not otherwise defined in this Agreement have the meanings given to them by Regulation S.

December 27th, 1996 · Common Contracts · 5 similar
New Ralcorp Holdings IncEXHIBIT 10.05(C)
February 13th, 1997 · Common Contracts · 4 similar
Ralcorp Holdings Inc /Mo1 EXHIBIT 1 SHAREHOLDER AGREEMENT
February 9th, 2006 · Common Contracts · 4 similar
Ralcorp Holdings Inc /MoCREDIT AGREEMENT AMONG RALCORP HOLDINGS, INC. as Borrower, THE LENDERS NAMED HEREIN, JPMORGAN CHASE BANK, N.A., as Administrative Agent, CITIBANK, N.A., as Syndication Agent, and WACHOVIA BANK, NATIONAL ASSOCIATION, SUNTRUST BANK, and PNC BANK,...
May 4th, 2011 · Common Contracts · 4 similar
Ralcorp Holdings Inc /MoShareholder Protection Rights Agreement by and between Ralcorp Holdings, Inc. and Computershare Trust Company, N.A., rights agent dated as of May 4, 2011

This Shareholder Protection Rights Agreement, dated as of May 4, 2011 (the “Agreement”) is entered into between Ralcorp Holdings, Inc., a Missouri corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent,” which term shall include any successor Rights Agent hereunder).

August 8th, 2008 · Common Contracts · 4 similar
Ralcorp Holdings Inc /MoContract

TAX ALLOCATION AGREEMENT dated as of August 4 2008 (this “Agreement”) among Kraft Foods Inc., a Virginia corporation (“Parent”), Cable Holdco, Inc., a newly organized Delaware corporation and direct wholly-owned Subsidiary of KFG (“Splitco”) and Ralcorp Holdings, Inc., a Missouri corporation (“RMT Partner”, collectively, the “Companies”). Capitalized terms used in this Agreement are defined in Article I below or in the RMT Transaction Agreement.

February 13th, 1997 · Common Contracts · 4 similar
Ralcorp Holdings Inc /Mo1 EXHIBIT 10.1 CREDIT AGREEMENT
February 8th, 2012 · Common Contracts · 3 similar
Ralcorp Holdings Inc /MoSeparation and Distribution Agreement by and among Ralcorp Holdings, Inc., Post Holdings, Inc. and Post Foods, LLC Dated as of February 2, 2012

This Separation and Distribution Agreement is made as of February 2, 2012 by and among Ralcorp Holdings, Inc., a Missouri corporation (“Ralcorp”), Post Holdings, Inc., a Missouri corporation and wholly-owned subsidiary of Ralcorp (“Post”), and Post Foods, LLC, a Delaware limited liability company and wholly-owned subsidiary of Ralcorp (“Post US”).

February 22nd, 2012 · Common Contracts · 3 similar
Ralcorp Holdings Inc /MoFORM OF STOCK APPRECIATION RIGHTS AGREEMENT FOR MESSRS. HUNT AND WILKINSON

Ralcorp Holdings, Inc. (the "Company"), effective February 15, 2012 (“Grant Date”), grants to [insert] ("SAR Holder") this Stock Appreciation Right (the “SAR”) relating to [insert] shares of its $.01 par value Common Stock (the "Common Stock") at a price of $74.65 (“Exercise Price”) per share pursuant to the Amended and Restated Ralcorp Holdings, Inc. 2007 Incentive Stock Plan (the "Plan").

August 14th, 1997 · Common Contracts · 2 similar
Ralcorp Holdings Inc /Mo1 EXHIBIT 10.3 MANAGEMENT CONTINUITY AGREEMENT ------------------------------- AGREEMENT between Ralcorp Holdings, Inc., a Missouri corporation ("Ralcorp"), and (the "Executive"), WITNESSETH: WHEREAS, the Board of Directors (the "Board") has...
December 19th, 2001 · Common Contracts · 2 similar
Ralcorp Holdings Inc /MoEXHIBIT 10.34 2001 NON-QUALIFIED STOCK OPTION AGREEMENT ----------------------------------------- Ralcorp Holdings, Inc. (the "Company"), effective May 24, 2001, grants this Non-Qualified Stock Option to _______________ ("Optionee") to purchase a...
June 11th, 2008 · Common Contracts · 2 similar
Ralcorp Holdings Inc /MoFORM OF MASTER EXTERNAL MANUFACTURING AGREEMENT]1

THIS MASTER EXTERNAL MANUFACTURING AGREEMENT (the “Agreement”) is entered into as of this [•], 2008, by and between [Ralcorp Subsidiary], a [Missouri] corporation and Kraft Foods Global, Inc., a Delaware corporation (“External Manufacturer”).

July 27th, 2000 · Common Contracts · 2 similar
Ralcorp Holdings Inc /Mobetween
December 1st, 2008 · Common Contracts · 2 similar
Ralcorp Holdings Inc /MoFORM OF LONG-TERM CASH INCENTIVE AWARD AGREEMENT FOR CORPORATE OFFICER

This is a Long-Term Cash Incentive Award Agreement (hereafter referred to as “Agreement”) between [NAME OF CORPORATE OFFICER] (hereafter referred to as “Corporate Officer”) and Ralcorp Holdings, Inc. (hereafter referred to as the “Company”).

July 16th, 2010 · Common Contracts · 2 similar
Ralcorp Holdings Inc /MoAMENDMENT TO AGREEMENT AND PLAN OF MERGER

THIS AMENDMENT TO AGREEMENT AND PLAN OF MERGER (the “Amendment”) dated as of July 15, 2010, is by and among American Italian Pasta Company, a Delaware corporation (the “Company”), Ralcorp Holdings, Inc., a Missouri corporation (“Parent”), and Excelsior Acquisition Co., a Delaware corporation (“Merger Sub”). Capitalized terms used herein that are not otherwise defined have the meanings set forth in the Agreement and Plan of Merger dated as of June 20, 2010 by and among the Company, Parent and Merger Sub (the “Merger Agreement”).

June 11th, 2008 · Common Contracts · 2 similar
Ralcorp Holdings Inc /MoFORM OF MASTER EXTERNAL MANUFACTURING AGREEMENT]1

THIS MASTER EXTERNAL MANUFACTURING AGREEMENT (the “Agreement”) is entered into as of this [•], 2008, by and between Kraft Foods Global, Inc., a Delaware corporation (“Kraft”), and [Ralcorp Subsidiary], a [Missouri] corporation (“External Manufacturer”).

June 11th, 2008 · Common Contracts · 2 similar
Ralcorp Holdings Inc /MoRalcorp Holdings, Inc. 800 Market Street, Suite 2900 St. Louis, Missouri 63101 Re: RMT Transaction Agreement by and between Kraft Foods Inc., Cable Holdco, Inc., Ralcorp Holdings, Inc., and Ralcorp Mailman LLC. To the Board of Directors: We have acted...

In rendering our opinion, we have assumed, with your permission, that (i) the Merger and Upstream Merger will be effected in accordance with the RMT Agreement, (ii) the information set forth in the Registration Statement, the Proxy, the Ruling Request, the Ruling and the statements concerning the Merger and Upstream Merger set forth in the RMT Agreement are true, complete and correct and will remain true, complete and correct at all times up to and including the Short Form Merger Effective Time, and (iii) the representations to be made by the parties in their respective Tax Representation Letters will be true, complete and correct at all times up to and including the Splitco Merger Effective Time or Short Form Merger Effective Time, as specified therein. We have also assumed that the parties have complied with and, if applicable, will continue to comply with, the covenants contained in the RMT Agreement and the Tax Allocation Agreement.

June 24th, 2010 · Common Contracts · 2 similar
Ralcorp Holdings Inc /MoCONFIDENTIALITY AGREEMENT

THIS CONFIDENTIALITY AGREEMENT (the “Agreement”) is entered into as of May 3, 2010, by and between American Italian Pasta Company, a Delaware company (the “Company”) and Ralcorp Holdings, Inc., a Missouri company (the “Recipient”).

July 28th, 2010 · Common Contracts · 2 similar
Ralcorp Holdings Inc /MoRALCORP HOLDINGS, INC., THE GUARANTORS PARTY HERETO AND DEUTSCHE BANK TRUST COMPANY AMERICAS, AS TRUSTEE SECOND SUPPLEMENTAL INDENTURE DATED AS OF JULY 26, 2010 4.950% NOTES DUE 2020

SECOND SUPPLEMENTAL INDENTURE dated as of July 26, 2010 (“Second Supplemental Indenture”) to the Indenture dated as of August 14, 2009 (the “Base Indenture” and as supplemented by the first supplemental indenture and this Second Supplemental Indenture and as supplemented from time to time, the “Indenture”), is by and among RALCORP HOLDINGS, INC., a Missouri corporation (the “Company”), each of the Guarantors a party hereto and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as trustee (as defined in the Indenture, the “Trustee”).