EXHIBIT 10.8 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of April ___, 1998, between ZAPATA CORPORATION, a Delaware corporation ("Zapata"), and OMEGA PROTEIN CORPORATION, a Nevada corporation (the...Registration Rights Agreement • April 1st, 1998 • Omega Protein Corp • Fishing, hunting and trapping • Nevada
R E C I T A L S:Administrative Services Agreement • April 1st, 1998 • Omega Protein Corp • Fishing, hunting and trapping • Delaware
SECURITY AGREEMENT (COMPANY)Security Agreement • August 14th, 1998 • Omega Protein Corp • Fishing, hunting and trapping • Florida
LOAN AGREEMENTLoan Agreement • April 1st, 1998 • Omega Protein Corp • Fishing, hunting and trapping • Louisiana
UNDERWRITING AGREEMENTUnderwriting Agreement • April 1st, 1998 • Omega Protein Corp • Fishing, hunting and trapping • New York
LEASELease • April 1st, 1998 • Omega Protein Corp • Fishing, hunting and trapping
SECURITY AGREEMENT ------------------Security Agreement • March 26th, 2002 • Omega Protein Corp • Fishing, hunting and trapping
EXHIBIT 10.56 Case No. FF-G-008 -------- GUARANTY AGREEMENT RECITALS: THIS GUARANTY AGREEMENT, is made and entered into by Omega Protein Corporation, 1717 St. James Place, Suite 550, Houston, Texas 77056 (hereinafter, the "Guarantor"), and the UNITED...Guaranty Agreement • March 26th, 2002 • Omega Protein Corp • Fishing, hunting and trapping
REVOLVING CREDIT AGREEMENT AMONG OMEGA PROTEIN CORPORATION AND OMEGA PROTEIN, INC. BORROWERS, AND SUNTRUST BANK, SOUTH FLORIDA, NATIONAL ASSOCIATION, AS LENDERRevolving Credit Agreement • August 14th, 1998 • Omega Protein Corp • Fishing, hunting and trapping • Florida
REVOLVING CREDIT NOTE ---------------------Omega Protein Corp • August 14th, 1998 • Fishing, hunting and trapping
April , 1998Omega Protein Corp • April 1st, 1998 • Fishing, hunting and trapping • Texas
RECITALSAgreement and Plan of Merger • April 2nd, 1998 • Omega Protein Corp • Fishing, hunting and trapping • Nevada
LEASE AGREEMENTLease Agreement • April 1st, 1998 • Omega Protein Corp • Fishing, hunting and trapping • Louisiana
OMEGA PROTEIN CORPORATION and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, Rights Agent Rights Agreement Dated as of June 30, 2010Rights Agreement • July 1st, 2010 • Omega Protein Corp • Fats & oils • Nevada
This Rights Agreement, dated as of June 30, 2010 (the “Agreement”), between Omega Protein Corporation, a Nevada corporation (the “Company”), and American Stock Transfer & Trust Company, LLC (the “Rights Agent”),
WHEREAS, the Borrower desires to enter into a Promissory Note to the United States (hereinafter, the "Note"), dated October 19, 2001, in the amount of ONE ---------------- MILLION, NINE HUNDRED THOUSAND, and no/Dollars ($1,900,000.00), pursuant to the...Security Agreement • March 26th, 2002 • Omega Protein Corp • Fishing, hunting and trapping • Virginia
BY AND AMONGAsset Purchase Agreement • April 2nd, 1998 • Omega Protein Corp • Fishing, hunting and trapping • Texas
ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (this "Agreement"), dated September 16, 1997, is made by and among Perdue Farms Incorporated, a Maryland corporation ("Buyer"), Venture Milling Company, a Delaware corporation ("Seller"), and...Asset Purchase Agreement • April 2nd, 1998 • Omega Protein Corp • Fishing, hunting and trapping • Delaware
EXHIBIT 10.15 UNCONDITIONAL GUARANTY 1. FOR VALUE RECEIVED and in consideration of any loan or advance now or hereafter made pursuant to that certain Loan and Security Agreement, dated as of the date hereof, between Bank of America, N.A. ("Lender")...Omega Protein Corp • March 22nd, 2001 • Fishing, hunting and trapping • Texas
ASSIGNMENT AND ASSUMPTION OF LEASE This Assignment (the "Assignment") is made as of the 30th day of May, 2003, by and between ZAPATA CORPORATION OF TEXAS, INC. ("Assignor") and OMEGA PROTEIN CORPORATION ("Assignee"). Assignor desires to assign to...Assignment and Assumption of Lease • July 31st, 2003 • Omega Protein Corp • Fats & oils
EXHIBIT 10.17 Commercial Lease ---------------- BY LEASE BY THE EDSON GROUP STATE OF LOUISIANA LIMITED PARTNERSHIP TO: OMEGA PROTEIN, INC. PARISH OF TANGIPAHOA 1. PARTIES: The Edson Group, Limited Partnership (hereinafter called Lessor) hereby leases...Commercial Lease • March 26th, 2002 • Omega Protein Corp • Fishing, hunting and trapping • Louisiana
CREDIT AGREEMENT Dated as of March 26, 2007 among OMEGA PROTEIN CORPORATION and OMEGA PROTEIN, INC., as Borrowers, THE SUBSIDIARIES OF OMEGA PROTEIN CORPORATION IDENTIFIED HEREIN, as the Guarantors, BANK OF AMERICA, N.A., as Administrative Agent,...Credit Agreement • March 30th, 2007 • Omega Protein Corp • Fats & oils • Texas
This CREDIT AGREEMENT is entered into as of March 26, 2007 among OMEGA PROTEIN CORPORATION, a Nevada corporation (the “Company”), OMEGA PROTEIN, INC., a Virginia corporation (“OPI” and, together with the Company, the “Borrowers” and each a “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
EXHIBIT 10.58 Case No. FF-G-008 PREFERRED SHIP MORTGAGE TO THE UNITED STATES OF AMERICA ARTICLE I: CREATION OF ENCUMBRANCEOmega Protein Corp • March 26th, 2002 • Fishing, hunting and trapping
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • March 30th, 2007 • Omega Protein Corp • Fats & oils
THIS SECURITY AND PLEDGE AGREEMENT (this “Agreement”) is entered into as of March 26, 2007 among OMEGA PROTEIN CORPORATION, a Nevada corporation (the “Company”), OMEGA PROTEIN, INC., a Virginia corporation (“OPI” and, together with the Company, the “Borrowers” and each a “Borrower”), together with the other parties identified as “Obligors” on the signature page hereto and such other parties that may become Obligors hereunder after the date hereof (together with the Borrowers, individually an “Obligor”, and collectively the “Obligors”) and BANK OF AMERICA, N.A., in its capacity as administrative agent (in such capacity, the “Administrative Agent”) for the holders of the Secured Obligations (defined below).
NONSTATUTORY STOCK OPTION AGREEMENT OMEGA PROTEIN CORPORATIONNonstatutory Stock Option Agreement • December 6th, 2010 • Omega Protein Corp • Fats & oils • Nevada
This Stock Option Agreement (the “Agreement”), is entered into as of December 1, 2010 between Omega Protein Corporation, a Nevada corporation (the “Company”), and [ ] (the “Optionee”).
AGREEMENT AND PLAN OF MERGER by and among COOKE INC., ALPHA MERGERSUB, INC. and OMEGA PROTEIN CORPORATION Dated as of October 5, 2017Agreement and Plan of Merger • October 6th, 2017 • Omega Protein Corp • Fats & oils • Nevada
This AGREEMENT AND PLAN OF MERGER, dated as of October 5, 2017 (this “Agreement”), is entered into by and among Cooke Inc., a corporation duly incorporated under the laws of the Province of New Brunswick, Canada (“Parent”), Alpha MergerSub, Inc., a Nevada corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub”), and Omega Protein Corporation, a Nevada corporation (the “Company”).
Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement dated and effective as of October 1, 2002 (this "Agreement") is entered into by and between Omega Protein Corporation, a Nevada corporation with headquarters in Houston, Texas (the "Company"...Employment Agreement • October 30th, 2002 • Omega Protein Corp • Fats & oils • Texas
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 5th, 2006 • Omega Protein Corp • Fats & oils • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 1st day of December, 2006 by and among Omega Protein Corporation, a Nevada corporation (the “Company”), and the “Purchasers” named in that certain Stock Purchase Agreement by and among Zapata Corporation and the Purchasers (the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
ARTICLE 1 SUBLEASE OF SUBLEASED PREMISESSublease Agreement • April 1st, 1998 • Omega Protein Corp • Fishing, hunting and trapping • Texas
FINANCING AGREEMENT Dated as of October 19, 2006 by and among OMEGA PROTEIN CORPORATION and EACH SUBSIDIARY OF OMEGA LISTED AS A BORROWER ON THE SIGNATURE PAGES HERETO, as Borrowers, EACH SUBSIDIARY THEREOF LISTED AS A GUARANTOR ON THE SIGNATURE PAGES...Financing Agreement • October 24th, 2006 • Omega Protein Corp • Fats & oils • New York
Financing Agreement, dated as of October 19, 2006, by and among Omega Protein Corporation, a Nevada corporation (“Omega”), each subsidiary of Omega listed as a “Borrower” on the signature pages hereto, if any (together with Omega, each a “Borrower” and collectively, the “Borrowers”), each subsidiary of Omega listed as a “Guarantor” on the signature pages hereto, the financial institutions from time to time party hereto (each a “Lender” and collectively, the “Lenders”), Ableco Finance LLC (“Ableco”), as collateral agent for the Lenders (in such capacity, the “Collateral Agent”), and Ableco, as administrative agent for the Lenders (in such capacity, the “Administrative Agent” and, together with the Collateral Agent, each an “Agent” and collectively, the “Agents”).
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • June 23rd, 2014 • Omega Protein Corp • Fats & oils • Nevada
THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) is made and entered into by and between Omega Protein Corporation, a corporation organized under the laws of the State of Nevada (the “Company”), and , an individual (“Grantee”) on the 19th day of June, 2014 (the “Grant Date”), pursuant to the Omega Protein Corporation 2006 Incentive Plan (the “Plan”). The Plan is incorporated by reference herein in its entirety. Capitalized terms not otherwise defined in this agreement shall have the meaning given to such terms in the Plan.
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • January 3rd, 2008 • Omega Protein Corp • Fats & oils • Texas
THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this December 31, 2007, by and between Omega Protein Corporation, a Nevada corporation with its principal place of business at 2105 City West Boulevard, Suite 500, Houston, Texas 77042-2838 (the “Company”), and Joseph L. von Rosenberg III (the “Executive”). This Agreement amends and restates in its entirety the agreement dated September 21, 2004 between the Company and the Executive, as amended by the first amendment thereto (the “Prior Agreement”).
REVOLVING CREDIT NOTE (REVOLVING A LOANS)Omega Protein Corp • August 24th, 2015 • Fats & oils • Texas
FOR VALUE RECEIVED, OMEGA PROTEIN CORPORATION, a Nevada corporation, and OMEGA PROTEIN, INC., a Virginia corporation, each having its principal place of business at 2105 Citywest Blvd., Suite 500, Houston, Texas 77042 (collectively, the “Borrowers”), jointly and severally promise to pay to the order of BMO HARRIS BANK N.A., a national banking association (the “Lender”) the principal sum of NINETEEN MILLION AND 00/100 DOLLARS ($19,000,000.00) or, if less, the unpaid principal amount of all Revolving A Loans made by the Lender from time to time pursuant to that Second Amended and Restated Loan Agreement, dated as of August 20, 2015 (as further amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), by and among the Borrowers (as defined in the Loan Agreement), the Lenders who are or may become a party thereto, as Lenders, and Wells Fargo Bank, National Association, as Administrative Agent, Issuing Lender and Swingline Lender, together with interest
EXHIBIT 10.3 Case No. OG-G-867 GUARANTY AGREEMENT THIS GUARANTY AGREEMENT, is made and entered into by Omega Protein Corporation, formerly Marine Genetics Corporation, (the "Guarantor"), and the UNITED STATES OF AMERICA, acting by and through the...Guaranty Agreement • August 14th, 1998 • Omega Protein Corp • Fishing, hunting and trapping
EMPLOYMENT AGREEMENTEmployment Agreement • September 1st, 2015 • Omega Protein Corp • Fats & oils • Texas
This Employment Agreement dated and effective as of August 31, 2015, 2015 (this "Agreement") is entered into by and between Omega Protein Corporation, a Nevada corporation with headquarters in Houston, Texas (the "Company" or "Omega"), and Mark Livingston (the "Employee").
October 5, 2017 Montgomery Deihl Houston, Texas 77042 Dear Mr. Deihl:Employment Agreement • October 6th, 2017 • Omega Protein Corp • Fats & oils
This letter amends the Employment Agreement dated as of March 10, 2015 between Omega Protein Corporation (the “Company”) and you (the “Employment Agreement”).
