TOCredit Agreement • August 6th, 2004 • NMHG Holding Co • Industrial trucks, tractors, trailors & stackers • New York
CONFORMING CHANGES AMENDMENTTerm Loan Credit Agreement • August 1st, 2023 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • New York
This AMENDED AND RESTATED TERM LOAN CREDIT AGREEMENT (“Agreement”) is entered into, dated as of May 28, 2021, (as amended by the Conforming Changes Amendment, dated as of June 23, 2023, this “Agreement”), among HYSTER-YALE GROUP, INC., a Delaware corporation (the “Borrower”), HYSTER-YALE MATERIALS HANDLING, INC., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LOAN, SECURITY AND GUARANTY AGREEMENTLoan, Security and Guaranty Agreement • August 1st, 2023 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • New York
THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LOAN, SECURITY AND GUARANTY AGREEMENT (this “Amendment”) is dated as of May 25, 2023, among HYSTER-YALE MATERIALS HANDLING, INC., a Delaware corporation (“Parent”), HYSTER-YALE GROUP, INC., a Delaware corporation (“HYG”), BOLZONI AURAMO, INC, a South Carolina corporation (“Bolzoni Auramo” and, together with Parent and HYG, collectively, the “U.S. Borrowers” and each, a “U.S. Borrower”), HYSTER-YALE NEDERLAND B.V., a private company with limited liability incorporated under the laws of the Netherlands having its corporate seat in Nijmegen, the Netherlands, registered with the Dutch Chamber of Commerce under number 10011311 (the “Dutch Borrower”), HYSTER-YALE UK LIMITED, a company incorporated in England and Wales with company number 02636775 (the “UK Borrower” and, together with the Dutch Borrower and the U.S. Borrowers, collectively, the “Borrowers” and each, a “Borrower”), the Guarantors party hereto, the Lenders party hereto and BAN
AMENDMENT TO STOCKHOLDERS' AGREEMENTStockholders' Agreement • February 26th, 2019 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers
This AMENDMENT TO STOCKHOLDERS’ AGREEMENT, dated as of October 30, 2018 (this “Amendment”), by and among the Depository, Hyster-Yale Materials Handling, Inc., a Delaware corporation (the “Corporation”), the new Participating Stockholder(s) identified on the signature pages hereto (a “New Participating Stockholder”) and the Participating Stockholders under the Stockholders’ Agreement, dated as of September 28, 2012, as amended (the “Stockholders’ Agreement”), by and among the Depository, the Corporation and the Participating Stockholders. Capitalized terms defined in the Stockholders’ Agreement are used herein as so defined.
SEPARATION AGREEMENTSeparation Agreement • October 4th, 2012 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • Delaware
This SEPARATION AGREEMENT (this “Agreement”), is dated as of September 28, 2012, 2012, by and between NACCO Industries, Inc., a Delaware corporation (“Parent”) and Hyster-Yale Materials Handling, Inc. (“HY”), a Delaware corporation and wholly owned Subsidiary of Parent. Parent and HY will individually be referred to as a “Party” and collectively as the “Parties.”
TAX ALLOCATION AGREEMENT BY AND BETWEEN NACCO INDUSTRIES, INC. AND HYSTER-YALE MATERIALS HANDLING, INC. Dated September 28, 2012Tax Allocation Agreement • October 4th, 2012 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • Delaware
THIS TAX ALLOCATION AGREEMENT (this “Agreement”), dated as of September 28, 2012, is by and between NACCO Industries, Inc. (“Parent”), a Delaware corporation, and NMHG Holding Co. (“HY”), a Delaware corporation. Each of Parent and HY is sometimes referred to herein as a “Party” and, collectively, as the “Parties.”
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 21st, 2005 • NMHG Holding Co • Industrial trucks, tractors, trailors & stackers • New York
This Amended and Restated Credit Agreement dated as of December 19, 2005 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Agreement”) is entered into among NMHG Holding Co., a Delaware corporation (“NMHG Holding”), NACCO Materials Handling Group, Inc., a Delaware corporation (“NMHG”), NACCO Materials Handling Limited (company number 02636775), incorporated under the laws of England and Wales (the “UK Borrower”), NACCO Materials Handling B.V., a private company with limited liability incorporated under the laws of the Netherlands having its corporate seat in Nijmegen (the “Netherlands Borrower”; and together with NMHG Holding, NMHG, and the UK Borrower, the “Borrowers”), the financial institutions from time to time a party hereto as Lenders, whether by execution of this Agreement or an Assignment and Acceptance, the financial institutions from time to time party hereto as Issuing Bank, whether by execution of this Agreement or an Assignme
FIRST AMENDED AND RESTATED GUARANTY AGREEMENTGuaranty Agreement • October 30th, 2018 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • New York
THIS FIRST AMENDED AND RESTATED GUARANTY AGREEMENT (this “Guaranty”) is dated as of September 17, 2018, by HYSTER-YALE MATERIALS HANDLING, INC., a Delaware corporation having an address at 5875 Landerbrook Dr., Suite 300, Cleveland, OH 44124 (“Guarantor”), in favor of WELLS FARGO FINANCIAL LEASING, INC. (“Beneficiary”) an Iowa corporation having an address at 5000 Riverside Drive, Suite 300E, Irving, TX 75039.
CONSULTING AGREEMENTConsulting Agreement • September 5th, 2014 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • Oregon
This CONSULTING AGREEMENT ("Agreement") is entered into effective September 1, 2014 (the "Effective Date") by and between NACCO Materials Handling Group, Inc. (the "Company") and Michael P. Brogan ("Consultant").
STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • October 4th, 2012 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • Ohio
This STOCKHOLDERS’ AGREEMENT (this “Agreement”) dated as of September 28, 2012 by and among the signatories hereto (“Participating Stockholders,” as described in Section 1.14 hereof), Hyster-Yale Materials Handling, Inc., a Delaware corporation (the “Corporation”), and the Depository (as described in Section 1.10 hereof).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • October 4th, 2012 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • Delaware
This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of September 28, 2012, by and among NACCO Industries, Inc., a Delaware corporation (“NACCO”) and Hyster-Yale Materials Handling, Inc., a Delaware corporation and a wholly owned subsidiary of NACCO (“Hyster-Yale”). All capitalized terms used but not defined herein shall have their respective meanings set forth in the Separation Agreement (as defined herein).
SECOND AMENDED AND RESTATED JOINT VENTURE AND SHAREHOLDERS AGREEMENT BETWEEN GENERAL ELECTRIC CAPITAL CORPORATION AND NACCO MATERIALS HANDLING GROUP, INC. DATED NOVEMBER 21, 2013Shareholders Agreement • February 19th, 2014 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • New York
THIS SECOND AMENDED AND RESTATED JOINT VENTURE AND SHAREHOLDERS AGREEMENT, dated November 21, 2013 (“Agreement”) is by and between NACCO MATERIALS HANDLING GROUP, INC., a Delaware corporation with offices at 5875 Landerbrook Drive, Suite 300, Mayfield Heights, OH 44124 (“NMHG”), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation with offices at 300 East John Carpenter Freeway, Irving, TX 75062 (“GECC”).
FORM OF OFFICE SERVICES AGREEMENTForm of Office Services Agreement • September 13th, 2012 • Hyster Yale Materials Handling Inc. • Industrial trucks, tractors, trailors & stackers • Delaware
This OFFICE SERVICES AGREEMENT (this “Agreement”), dated as of September , 2012, by and between NACCO Industries, Inc., a Delaware corporation (“NACCO”) and NACCO Materials Handling Group, Inc., a Delaware corporation (“NMHG”), a wholly-owned subsidiary of Hyster-Yale Materials Handling, Inc. (“Hyster-Yale”). All capitalized terms used but not defined herein shall have their respective meanings set forth in the Separation Agreement (as defined herein).
Amendment No. 5 To The International Operating Agreement Dated As Of September 29, 2005 General Electric Capital Corporation NACCO Materials Handling Group, Inc.International Operating Agreement • October 4th, 2005 • NMHG Holding Co • Industrial trucks, tractors, trailors & stackers • New York
GE Capital and NMHG are parties to the International Operating Agreement dated as of April 15, 1998, as previously amended (“Original IOA”). GE Capital and NMHG have agreed that in order to most effectively promote the development of international financing programs involving their respective Affiliates, it is advisable for such Affiliates to enter into Regional Agreements and/or Master Regional Operating Agreements (as such terms are hereinafter defined) for countries in which such financing activities will be conducted. GE Capital and NMHG have further agreed to amend the Original IOA in order to better define the activities to be conducted by the International Executive Committee, as such activities relate to the business of the various Master Regional Operating Agreements and Regional Agreements, and to otherwise supplement the Original IOA by setting forth certain general principles and objectives that shall govern the conduct of the parties with respect to the International Progr
TERM LOAN CREDIT AGREEMENT Dated as of May 30, 2017 among HYSTER-YALE GROUP, INC. as the Borrower, HYSTER-YALE MATERIALS HANDLING, INC. as Holdings, BANK OF AMERICA, N.A., as Administrative Agent, and The Other Lenders Party Hereto BANK OF AMERICA,...Hyster-Yale Materials Handling, Inc. • August 1st, 2017 • Industrial trucks, tractors, trailors & stackers • New York
This TERM LOAN CREDIT AGREEMENT (“Agreement”) is entered into as of May 30, 2017, among HYSTER-YALE GROUP, INC., a Delaware corporation (the “Borrower”), HYSTER-YALE MATERIALS HANDLING, INC., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.
AMENDMENT NO. 4 to SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 7th, 2012 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • New York
This AMENDMENT NO. 4 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of December 3, 2012, is entered into by and among:
FIRST AMENDMENT TO TERM LOAN CREDIT AGREEMENTTerm Loan Credit Agreement • May 1st, 2018 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers
This FIRST AMENDMENT TO TERM LOAN CREDIT AGREEMENT dated as of March 14, 2018 (this “Agreement”), is entered into by and among HYSTER-YALE GROUP, INC., a Delaware corporation (the “Borrower”), HYSTER-YALE MATERIALS HANDLING, INC., a Delaware corporation (“Holdings”), the Guarantors (as identified on the signature pages hereto, and together with the Borrower and Holdings, the “Loan Parties”), the Lenders (as defined below), and BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”).
AMENDMENT TO STOCKHOLDERS' AGREEMENTStockholders' Agreement • February 19th, 2013 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers
This AMENDMENT TO STOCKHOLDERS' AGREEMENT, dated as of January 18, 2013 (this “Amendment”), by and among the Depository, Hyster-Yale Materials Handling, Inc., a Delaware corporation (the “Corporation”), the new Participating Stockholder identified on the signature pages hereto (the “New Participating Stockholder”) and the Participating Stockholders under the Stockholders' Agreement, dated as of September 28, 2012, as amended (the “Stockholders' Agreement”), by and among the Depository, the Corporation and the Participating Stockholders. Capitalized terms defined in the Stockholders' Agreement are used herein as so defined.
GUARANTYFinancing Agreement • March 7th, 2016 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers
WHEREAS, prior to the date hereof, HYSTER-YALE GROUP, INC., a Delaware corporation formerly known as NACCO Materials Handling Group, Inc. having its principal place of business at 5875 Landerbrook Drive, Mayfield Heights, OH 44124 (“Hyster-Yale”), executed that certain Guaranty, dated as of November 21, 2013 (the “Existing Guaranty”), for the benefit of General Electric Capital Corporation, a Delaware corporation (“GECC”), to guaranty the obligations of NMHG FINANCIAL SERVICES, INC., a Delaware corporation (“NFS”), owing to GECC under that certain Second Amended and Restated Financing Agreement, dated as of November 21, 2013 (the “Existing Financing Agreement”);
GUARANTYHyster Yale Materials Handling Inc. • August 10th, 2012 • Industrial trucks, tractors, trailors & stackers • New York
AMENDMENT TO THIRD AMENDED AND RESTATED JOINT VENTURE AND SHAREHOLDERS AGREEMENTJoint Venture and Shareholders Agreement • February 27th, 2023 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers
This Amendment (this “Amendment”) to that certain THIRD AMENDED AND RESTATED JOINT VENTURE AND SHAREHOLDERS AGREEMENT (the “Agreement”) between Hyster-Yale Group, Inc. (“HYG”) and Wells Fargo Financial Leasing, Inc. (“WFFL”), dated September 17, 2018, as the same may be amended and restated from time to time, is entered into as of December 19, 2022 (the “Effective Date”). The terms of this Amendment are hereby incorporated into the Agreement as though fully set forth therein. All capitalized terms not otherwise defined herein will have the meanings set forth in the Agreement.
AMENDMENT TO THIRD AMENDED AND RESTATED OPERATING AGREEMENTOperating Agreement • February 27th, 2018 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers
This Amendment is dated and effective as of January 1, 1994 and relates to the Third Amended and Restated Operating Agreement dated as of November 21, 1985, as amended and restated as of December 19, 1985 and as further amended and interpreted, between Hyster Company, an Oregon corporation and Hyster Credit Company, a division of AT&T Commercial Finance Corporation, a Delaware corporation ("Operating Agreement").
AMENDMENT NO. 2 TO THE TRANSITION SERVICES AGREEMENTTransition Services Agreement • July 31st, 2013 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers
NACCO Industries, Inc. (“NACCO”) and Hyster-Yale Materials Handling, Inc. (“Hyster-Yale”) hereby adopt this Amendment No. 2 to the Transition Services Agreement effective as of September 28, 2012 (the “Agreement”). The terms of this Amendment shall be effective as of July 1, 2013. Words used herein with initial capital letters that are defined in the Agreement are used herein as so defined.
FOURTH AMENDMENT TO AMENDED AND RESTATED loan, security and guaranty AGREEMENTAnd Guaranty Agreement • August 4th, 2020 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • New York
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN, SECURITY AND GUARANTY AGREEMENT (this “Fourth Amendment”) is dated as of June 16, 2020, among HYSTER-YALE MATERIALS HANDLING, INC., a Delaware corporation (“Parent”), HYSTER-YALE GROUP, INC., a Delaware corporation (“HYG”), BOLZONI AURAMO, INC, a South Carolina corporation (“Bolzoni Auramo”, and together with Parent and HYG, the “U.S. Borrowers”), HYSTER-YALE NEDERLAND B.V., a private company with limited liability incorporated under the laws of the Netherlands having its corporate seat in Nijmegen (“HYN BV”), HYSTER-YALE INTERNATIONAL B.V., a private company with limited liability incorporated under the laws of the Netherlands having its corporate seat in Nijmegen (“HY International”), HYSTER-YALE HOLDING B.V., a private company with limited liability incorporated under the laws of the Netherlands having its corporate seat in Nijmegen (“HY Holding BV”), BOLZONI CAPITAL HOLDING B.V., a private company with limited liability incorporat
EQUITY JOINT VENTURE CONTRACT BETWEEN SHANGHAI PERFECT JINQIAO UNITED DEVELOPMENT COMPANY, LTD. PEOPLE’S REPUBLIC OF CHINA AND NACCO MATERIALS HANDLING GROUP, INC. U.S.A. AND SUMITOMO-YALE COMPANY, LTD. JAPAN NOVEMBER 27, 1997Agreement • September 13th, 2012 • Hyster Yale Materials Handling Inc. • Industrial trucks, tractors, trailors & stackers
In accordance with the “Law of the People’s Republic of China on Joint Ventures Using Chinese and Foreign Investment,” The Regulations of the People’s Republic of China on the Registration and Administration of Joint Venture using Chinese and Foreign Investment, and other relevant Chinese laws and regulations and subject to the terms and conditions set forth herein, Shanghai Perfect Jinqiao United Development Co., Ltd., an enterprise legal person duly formed and existing under the Laws of The People’s Republic of China, located in Shanghai, The People’s Republic of China; AND, NACCO Materials Handling Group, Inc., a corporation registered in the United States of America; AND, Sumitomo-Yale Company, Ltd., a corporation registered in Japan; adhering to the principles of equality and mutual benefit and through friendly consultations, hereby agree to form a joint venture limited liability company in Shanghai, People’s Republic of China, and to the provisions which follow:
FORM OF TRANSITION SERVICES AGREEMENTForm of Transition Services Agreement • September 13th, 2012 • Hyster Yale Materials Handling Inc. • Industrial trucks, tractors, trailors & stackers • Delaware
This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of September , 2012, by and among NACCO Industries, Inc., a Delaware corporation (“NACCO”) and Hyster-Yale Materials Handling, Inc., a Delaware corporation and a wholly owned subsidiary of NACCO (“Hyster-Yale”). All capitalized terms used but not defined herein shall have their respective meanings set forth in the Separation Agreement (as defined herein).
THIS AGREEMENT AND DEED is datedAgreement and Deed • February 17th, 2016 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • England and Wales
CREDIT AGREEMENTCredit Agreement • March 28th, 2006 • NMHG Holding Co • Industrial trucks, tractors, trailors & stackers • New York
FIRST AMENDED AND RESTATED GUARANTYExisting Financing Agreement • October 30th, 2018 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers
EQUITY TRANSFER AGREEMENTEquity Transfer Agreement • February 27th, 2018 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • Macau
This EQUITY TRANSFER AGREEMENT (this “Agreement”) is entered into as of December 6, 2017 (“Execution Date”) in the People’s Republic of China (“PRC” or “China”) by and between:
RESTATED AND AMENDED JOINT VENTURE AND SHAREHOLDERS AGREEMENT BETWEEN GENERAL ELECTRIC CAPITAL CORPORATION AND NACCO MATERIALS HANDLING GROUP, INC. April 15, 1998A Stock Purchase Agreement • August 10th, 2012 • Hyster Yale Materials Handling Inc. • Industrial trucks, tractors, trailors & stackers • New York
THIS AGREEMENT, dated April 15, 1998 (“Agreement”) by and between NACCO MATERIALS HANDLING GROUP, INC., a Delaware corporation with offices at 650 NE Holladay Street, Suite 1600, Portland, Oregon 97232 (“NMHG”), and GENERAL ELECTRIC CAPITAL CORPORATION, a New York corporation with offices at 44 Old Ridgebury Road, Danbury, Connecticut 06810 (“GECC”).
GUARANTYFinancing Agreement • February 19th, 2014 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • New York
AMENDMENT NO. 3 to SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • February 19th, 2013 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • New York
This AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of August 31, 2012, is entered into by and among:
COMMITMENT AGREEMENT FOR THE PURCHASE AND SALE OF REAL ESTATE AND OTHER COVENANTS1Commitment Agreement • July 31st, 2013 • Hyster-Yale Materials Handling, Inc. • Industrial trucks, tractors, trailors & stackers • Santander
This Commitment Agreement for the Purchase and Sale of Real Estate and Other Covenants (the "Agreement") is executed on this 23rd day of May in the year 2013, by and between:
FORM OF AGREEMENT UNDER HYSTER-YALE MATERIALS HANDLING, INC. SUPPLEMENTAL LONG- TERM EQUITY INCENTIVE PLAN Hyster-Yale Materials Handling, Inc. Cleveland, Ohio 44124-4017 Attention: SecretaryForm of Agreement • September 13th, 2012 • Hyster Yale Materials Handling Inc. • Industrial trucks, tractors, trailors & stackers
The undersigned is an employee of Hyster-Yale Materials Handling, Inc. (the “Company”) or one of its wholly-owned subsidiaries (together with the Company, the “Employers”) to whom grants of an award (the “Award”) consisting of [insert number] fully paid and nonassessable shares (the “Award Shares”) of Class A Common Stock, par value $1.00 per share, of the Company (“Class A Common”) were made on , 20 by the Compensation Committee (the “Committee”) of the Board of Directors of the Company (the “Board”) pursuant to the Hyster-Yale Materials Handling, Inc. Supplemental Long-Term Equity Incentive Plan (the “Plan”). I hereby accept the Award and acknowledge to and agree with the Company as follows:
