SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 20th, 2005 • Sealy Mattress CORP • Household furniture • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 14, 2005, among SEALY MATTRESS COMPANY, an Ohio corporation (the “Borrower”), SEALY CANADA LTD./LTEE, a company organized under the laws of Canada (the “Canadian Borrower”), SEALY MATTRESS CORPORATION, a Delaware Corporation (“Holdings”) and SEALY CORPORATION, a Delaware corporation (“Parent”), the lending institutions from time to time parties hereto (each a “Lender” and, collectively, the “Lenders”), J.P. MORGAN SECURITIES INC., as Joint Lead Arranger and Joint Bookrunner,GOLDMAN SACHS CREDIT PARTNERS L.P., as Joint Lead Arranger, Joint Bookrunner and Syndication Agent, JPMORGAN CHASE BANK, N.A. (f/k/a JPMORGAN CHASE BANK, as Administrative Agent (such term and each other capitalized term used but not defined in this introductory statement having the meaning provided in Section 1), JPMORGAN CHASE BANK, TORONTO BRANCH, as Canadian Administrative Agent, and GENERAL ELECTRIC CAPITAL CORPORATION and ROYAL BANK OF CANADA, as C
AMENDED EMPLOYMENT AGREEMENTEmployment Agreement • February 28th, 2005 • Sealy Mattress CORP • Household furniture • North Carolina
THIS EMPLOYMENT AGREEMENT is entered into as of the 14th day of January, 2005, by and between SEALY CORPORATION, a Delaware corporation (the "Company"), and the Employee (as defined below).
FORM OF STOCK OPTION AGREEMENT (LEVEL 16 AND ABOVE) SPECIAL RETIREMENTForm of Stock Option Agreement • February 28th, 2005 • Sealy Mattress CORP • Household furniture • Delaware
THIS AGREEMENT, dated as of the "Grant Date" set forth on the signature page hereof is made by and between Sealy Corporation, a Delaware corporation (hereinafter referred to as the "Company"), and the individual whose name is set forth on the signature page hereof, who is an employee of the Company or a Subsidiary or Affiliate of the Company, hereinafter referred to as the "Optionee". Any capitalized terms herein not otherwise defined in Article I shall have the meaning set forth in the Plan (as hereinafter defined).
FORM OF STOCK OPTION AGREEMENT (LEVEL 16 AND ABOVE) SPECIAL RETIREMENTAnd Above) Special Retirement • February 28th, 2005 • Sealy Mattress CORP • Household furniture • Delaware
THIS AGREEMENT, dated as of the "Grant Date" set forth on the signature page hereof is made by and between Sealy Corporation, a Delaware corporation (hereinafter referred to as the "Company"), and the individual whose name is set forth on the signature page hereof, who is an employee of the Company or a Subsidiary or Affiliate of the Company, hereinafter referred to as the "Optionee". Any capitalized terms herein not otherwise defined in Article I shall have the meaning set forth in the Plan (as hereinafter defined).
ContractSupplemental Indenture • May 31st, 2006 • Sealy Mattress CORP • Household furniture • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 25, 2006, among Sealy Corporation, a Delaware corporation (the “New Guarantor”), Sealy Mattress Company, an Ohio corporation (the “Company”), Sealy Mattress Corporation and the guarantors listed on Schedule I hereto (collectively, the “Guarantors”) and The Bank of New York Trust Company, N.A., as trustee under the Indenture referred to below (the “Trustee”).
