1 EXHIBIT 10.11 CORN PRODUCTS INTERNATIONAL EXECUTIVE SEVERANCE AGREEMENT Agreement, made this ___ day of ____________, 19__, by and between CORN PRODUCTS INTERNATIONAL, INC., a Delaware corporation (the "Company"), and ______________________ (the...Severance Agreement • March 31st, 1998 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties • Illinois
AND THE BANK OF NEW YORK, AS TRUSTEE INDENTURECorn Products International Inc • August 27th, 1999 • Canned, frozen & preservd fruit, veg & food specialties • New York
1 EXHIBIT 10.5 CORNPRODUCTSMCP SWEETENERS LLC LIMITED LIABILITY COMPANY AGREEMENT DATED AS OF DECEMBER 1, 2000 2 TABLE OF CONTENTSSupply Agreement • March 27th, 2001 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
EXHIBIT 4.3 3-YEAR REVOLVING CREDIT AGREEMENT Dated as of October 15, 2002 CORN PRODUCTS INTERNATIONAL, INC., a Delaware corporation (the "Borrower"), the banks (the "Banks") and issuers of letters of credit (the "Initial Issuing Banks") listed on the...Revolving Credit Agreement • March 12th, 2004 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
ARTICLE ONE RELATION TO INDENTURE; DEFINITIONS; RULES OF CONSTRUCTIONFirst Supplemental Indenture • July 8th, 2002 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties
andRights Agreement • November 12th, 2002 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
ARTICLE ITransition Services Agreement • March 31st, 1998 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties
ARTICLE ONESecond Supplemental Indenture • November 18th, 2002 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties
INGREDION INCORPORATED $500,000,000 3.200% Senior Notes due 2026 UNDERWRITING AGREEMENTIngredion Inc • September 22nd, 2016 • Grain mill products • New York
Ingredion Incorporated, a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $500,000,000 aggregate principal amount of its 3.200% Senior Notes due 2026 (the “Securities”), to be issued under an indenture (the “Base Indenture”), dated as of August 18, 1999, between the Company and The Bank of New York Trust Company, N.A. (as successor to The Bank of New York), as trustee (the “Trustee”), as amended and supplemented, including by the ninth supplemental indenture to be dated on or about September 22, 2016 (the “Supplemental Indenture”; and the Base Indenture, as so supplemented, the “Indenture”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant
Exhibit 2.1 FORM OF DISTRIBUTION AGREEMENT This DISTRIBUTION AGREEMENT is dated as of December [ ], 1997, between CPC International Inc., a Delaware corporation ("CPC"), and Corn Products International, Inc., a Delaware corporation and wholly owned...Form of Distribution Agreement • November 21st, 1997 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
EXHIBIT 1.1 CORN PRODUCTS INTERNATIONAL, INC. UNDERWRITING AGREEMENT 8.45% SENIOR NOTES DUE 2009 CORN PRODUCTS INTERNATIONAL, INC. UNDERWRITING AGREEMENTCorn Products International Inc • August 27th, 1999 • Canned, frozen & preservd fruit, veg & food specialties • New York
AGREEMENT AND PLAN OF MERGER among INGREDION INCORPORATED PROSPECT SUB, INC. and PENFORD CORPORATION Dated as of October 14, 2014Agreement and Plan of Merger • November 3rd, 2014 • Ingredion Inc • Grain mill products • Washington
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 14, 2014, is by and among Ingredion Incorporated, a Delaware corporation (“Parent”), Prospect Sub, Inc. a Washington corporation and a wholly owned subsidiary of Parent (“Merger Sub”) and Penford Corporation, a Washington corporation (the “Company”).
INGREDION INCORPORATED $600,000,000 2.900% Senior Notes due 2030 $400,000,000 3.900% Senior Notes due 2050 UNDERWRITING AGREEMENTUnderwriting Agreement • May 13th, 2020 • Ingredion Inc • Grain mill products • New York
Ingredion Incorporated, a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $600,000,000 aggregate principal amount of its 2.900% Senior Notes due 2030 (the “2030 Notes”) and $400,000,000 aggregate principal amount of its 3.900% Senior Notes due 2050 (the “2050 Notes” and together with the 2030 Notes, the “Securities”), to be issued under an indenture (the “Base Indenture”), dated as of August 18, 1999, between the Company and The Bank of New York Trust Company, N.A. (as successor to The Bank of New York), as trustee (the “Trustee”), as amended and supplemented by the tenth supplemental indenture and the eleventh supplemental indenture, each to be dated as of May 13, 2020 (such tenth supplemental indenture and such eleventh supplemental indenture together, the “Supplemental Indentures”; and the Base Indenture,
SECOND AMENDED AND RESTATED TERM LOAN CREDIT AGREEMENT dated as of March 16, 2021 among INGREDION INCORPORATED, as Borrower the Lenders Party Hereto, BANK OF AMERICA, N.A., as Administrative Agent and BofA SECURITIES, INC., as Sole Bookrunner and Sole...Assignment and Assumption • March 18th, 2021 • Ingredion Inc • Grain mill products • New York
SECOND AMENDED AND RESTATED TERM LOAN CREDIT AGREEMENT dated as of March 16, 2021, between INGREDION INCORPORATED (the “Borrower”), BANK OF AMERICA, N.A., as a lender (the “Initial Lender”), the other Lenders as may be party hereto from time to time and BANK OF AMERICA, N.A., as Administrative Agent.
REVOLVING CREDIT AGREEMENT dated as of October 22, 2012 among INGREDION INCORPORATED, The Lenders Party Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, BANK OF AMERICA, N.A., CITIBANK, N.A. and BANK OF MONTREAL, as Co-Syndication Agents...Assignment and Assumption • October 25th, 2012 • Ingredion Inc • Grain mill products • New York
REVOLVING CREDIT AGREEMENT dated as of October 22, 2012, among INGREDION INCORPORATED (formerly known as Corn Products International, Inc.), the LENDERS party hereto from time to time and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
Exhibit 10.1 EXECUTION COPY MASTER SUPPLY AGREEMENT This MASTER SUPPLY AGREEMENT dated as of January 1, 1998 by and between CPC INTERNATIONAL INC., a Delaware corporation ("CPC") and CORN PRODUCTS INTERNATIONAL, INC., a Delaware corporation ("CPI")....Master Supply Agreement • March 31st, 1998 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties
1 Exhibit 2.1 EXECUTION COPY DISTRIBUTION AGREEMENT This DISTRIBUTION AGREEMENT is dated as of December 1, 1997, between CPC International Inc., a Delaware corporation ("CPC"), and Corn Products International, Inc., a Delaware corporation and wholly...Distribution Agreement • March 31st, 1998 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
WITNESSETHTax Indemnification Agreement • March 31st, 1998 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
Stock Incentive PlanIngredion Incorporated • May 6th, 2020 • Ingredion Inc • Grain mill products • Delaware
Capitalized terms used in this Award Agreement shall have the meanings ascribed to them in the Plan or in this Award Agreement. If there is any inconsistency between the terms of this Award Agreement and the terms of the Plan, except as otherwise expressly provided in the Plan, the Plan’s terms shall supersede and replace the conflicting terms of this Award Agreement.
AmongCredit Agreement • March 31st, 1998 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
Stock Incentive Plan 2020 Performance Share Award AgreementIngredion Incorporated • May 6th, 2020 • Ingredion Inc • Grain mill products • Delaware
Capitalized terms used in this Award Agreement shall have the meanings ascribed to them in the Plan or in this Award Agreement. If there is any inconsistency between the terms of this Agreement and the terms of the Plan, except as otherwise expressly provided in the Plan, the Plan’s terms shall supersede and replace the conflicting terms of this Award Agreement.
Stock Incentive PlanIngredion Incorporated • May 6th, 2020 • Ingredion Inc • Grain mill products • Delaware
Capitalized terms used in this Award Agreement shall have the meanings ascribed to them in the Plan or in this Award Agreement. If there is any inconsistency between the terms of this Award Agreement and the terms of the Plan, except as otherwise provided in the Plan, the Plan’s terms shall supersede and replace the conflicting terms of this Award Agreement.
TERM LOAN CREDIT AGREEMENT dated as of July 10, 2015 among INGREDION INCORPORATED, the Lenders Party Hereto, BANK OF AMERICA, N.A., as Administrative Agent and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Sole Bookrunner and Sole Lead ArrangerAssignment and Assumption • July 14th, 2015 • Ingredion Inc • Grain mill products • New York
TERM LOAN CREDIT AGREEMENT dated as of July 10, 2015, between INGREDION INCORPORATED (the “Borrower”), BANK OF AMERICA, N.A., as a lender (the “Initial Lender”), the other Lenders as may be hereto from time to time and BANK OF AMERICA, N.A., as Administrative Agent.
Ingredion Incorporated Amended and Restated Executive Severance AgreementIngredion Incorporated • August 3rd, 2018 • Ingredion Inc • Grain mill products • Illinois
Amended and Restated Agreement, made this _th day of June 2018, by and between Ingredion Incorporated, a Delaware corporation (the “Company”), and (the Executive”), amending and restating the agreement between the parties dated ________ __, 2___ to be and read in its entirety as follows.
ContractCorn Products International Inc • September 20th, 2010 • Grain mill products • New York
THIS NOTE MAY BE TRANSFERRED IN WHOLE BUT NOT IN PART BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY SELECTED OR APPROVED BY THE COMPANY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
REVOLVING CREDIT AGREEMENT dated as of September 2, 2010 among CORN PRODUCTS INTERNATIONAL, INC., The Lenders Party Hereto, JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent, BANK OF MONTREAL, as Syndication Agent and BANK OF AMERICA,...Assignment and Assumption • September 9th, 2010 • Corn Products International Inc • Grain mill products • New York
CREDIT AGREEMENT dated as of September 2, 2010, among CORN PRODUCTS INTERNATIONAL, INC., the LENDERS party hereto from time to time and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent.
Ingredion Incorporated Executive Severance AgreementIngredion Incorporated • February 21st, 2018 • Ingredion Inc • Grain mill products • Illinois
Agreement, made this _1st___ day of __March________________, 2016, by and between Ingredion Incorporated, a Delaware corporation (the “Company”), and Stephen K. Latreille (the “Executive”).
AMONGTransaction Agreement • October 21st, 1998 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
Stock Incentive Plan 20 Performance Share Award Agreement Ingredion IncorporatedAgreement • February 7th, 2014 • Ingredion Inc • Grain mill products • Delaware
THIS AGREEMENT (the “Agreement”) effective as of , 20 , represents the grant of Performance Shares by Ingredion Incorporated, a Delaware corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan.
Ingredion Incorporated Stock Incentive Plan 2021 Performance Share Award AgreementIngredion Incorporated • May 7th, 2021 • Ingredion Inc • Grain mill products • Delaware
Capitalized terms used in this Award Agreement shall have the meanings ascribed to them in the Plan or in this Award Agreement. If there is any inconsistency between the terms of this Agreement and the terms of the Plan, except as otherwise expressly provided in the Plan, the Plan’s terms shall supersede and replace the conflicting terms of this Award Agreement.
Executive Severance and Non-Competition AgreementNon-Competition Agreement • May 4th, 2018 • Ingredion Inc • Grain mill products
This Agreement is made on this 1st day of February, 2016, by and between Ingredion Brasil - Ingredientes Industrias Ltda., a Brazilian corporation (the “Company”), and Ernesto Pousada (the “Executive”).
1 EXHIBIT 10.8 ACCESS AGREEMENT THIS AGREEMENT is entered into effective the 1st day of January, 1998 between CPC INTERNATIONAL INC., a Delaware corporation ("CPC") and CORN PRODUCTS INTERNATIONAL, INC. a Delaware corporation ("Corn Products")....Access Agreement • March 31st, 1998 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties
INGREDION INCORPORATED as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Eleventh Supplemental Indenture Dated as of May 13, 2020 3.900% Senior Notes due June 1, 2050Ingredion Incorporated • May 13th, 2020 • Ingredion Inc • Grain mill products • New York
This ELEVENTH SUPPLEMENTAL INDENTURE, dated as of May 13, 2020 (this “Supplemental Indenture”), is entered into by and between Ingredion Incorporated, a corporation incorporated under the laws of the State of Delaware (the “Company”), and The Bank of New York Trust Company, N.A., as trustee (the “Trustee”).
Ingredion Incorporated Stock Incentive PlanIngredion Incorporated • May 7th, 2021 • Ingredion Inc • Grain mill products • Delaware
Capitalized terms used in this Award Agreement shall have the meanings ascribed to them in the Plan or in this Award Agreement. If there is any inconsistency between the terms of this Award Agreement and the terms of the Plan, except as otherwise expressly provided in the Plan, the Plan’s terms shall supersede and replace the conflicting terms of this Award Agreement.
Ingredion Incorporated Stock Incentive Plan Stock Option Award AgreementStock Option Award Agreement • February 9th, 2015 • Ingredion Inc • Grain mill products • Delaware
Ingredion Incorporated (the “Company”) has granted you a Non-Qualified Stock Option (the “Option”) under the Ingredion Incorporated Stock Incentive Plan (the “Plan”). The Option grant date, the shares of Company Common Stock (“Shares”) covered by the Option, and the Option exercise price are set forth in the document you have received entitled “Notice of Grant of Stock Option”. The Notice of Grant of Stock Option and this Stock Option Award Agreement (“Award Agreement”) collectively constitute the Agreement evidencing the Option. This Award Agreement and the Plan together govern your rights under the Award and the Plan and set forth all of the conditions and limitations affecting such rights.
