150,000,000 Senior Unsecured Revolving Credit Facility CREDIT AGREEMENT dated as of January 28, 2013 among Quanex Building Products Corporation, the Guarantors party hereto, the Lenders party hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as...Assignment and Assumption • January 30th, 2013 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • New York
This CREDIT AGREEMENT (this “Agreement”) is made as of January 28, 2013 by and among Quanex Building Products Corporation, a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto and Wells Fargo Bank, National Association, as Administrative Agent.
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 29th, 2008 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • Delaware
This Indemnification Agreement (“Agreement”) is made and entered into as of _____ , 2008 by and between Quanex Building Products Corporation, a Delaware corporation (the “Corporation”), and (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Corporation and Indemnitee covering the subject matter of this Agreement.
CHANGE IN CONTROL AGREEMENT BETWEEN QUANEX BUILDING PRODUCTS CORPORATION AND GEORGE WILSONChange in Control Agreement • July 27th, 2017 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • Texas
THIS AGREEMENT between Quanex Building Products Corporation, a Delaware corporation (the “Company”), and George Wilson (the “Executive”) is effective as of the Effective Date (as defined herein).
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 6, 2022 by and among QUANEX BUILDING PRODUCTS CORPORATION, as Borrower WELLS FARGO BANK, NATIONAL ASSOCIATION, as Agent, Swingline Lender and Issuing Lender THE LENDERS THAT ARE PARTIES...Credit Agreement • July 6th, 2022 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT, is entered into as of July 6, 2022, by and among QUANEX BUILDING PRODUCTS CORPORATION, a Delaware corporation (“Borrower”), the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Wells Fargo”), as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”).
QUANEX BUILDING PRODUCTS CORPORATION [STOCK-][CASH-]SETTLED RESTRICTED STOCK UNIT AWARD AGREEMENT [GRANTEE NAME] GranteeAward Agreement • April 29th, 2014 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
QUANEX BUILDING PRODUCTS CORPORATION KEY LEADER STOCK OPTION AGREEMENT [GRANTEE NAME] GranteeStock Option Agreement • April 29th, 2014 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
CHANGE IN CONTROL AGREEMENT BETWEEN QUANEX BUILDING PRODUCTS CORPORATION AND [CFO]Change in Control Agreement • July 21st, 2008 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • Texas
This Agreement between Quanex Building Products Corporation, a Delaware corporation (the “Company”), and [CFO] (the “Executive”) is effective as of the Effective Date (as defined herein).
AGREEMENT AND PLAN OF MERGER BY AND AMONG WII HOLDING, INC., QUANEX BUILDING PRODUCTS CORPORATION, QWMS, INC. AND OLYMPUS GROWTH FUND IV, L.P. (solely in its capacity as the Stockholders’ Representative hereunder) DATED AUGUST 30, 2015Agreement and Plan of Merger • August 31st, 2015 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • Delaware
This Agreement and Plan of Merger (this “Agreement”) is dated as of August 30, 2015 by and among QUANEX BUILDING PRODUCTS CORPORATION, a Delaware corporation (“Parent”), QWMS, INC., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), WII Holding, Inc., a Delaware corporation (the “Company”), Olympus Growth Fund IV, L.P., a Delaware limited partnership, solely in its capacity as the representative of the Stockholders (the “Stockholders’ Representative”) and for purposes of Section 2.3(l)(vi) and Section 6.2(n). Each of Parent, Merger Sub, the Company and the Stockholders’ Representative are referred to herein as a “Party.”
QUANEX BUILDING PRODUCTS CORPORATION KEY LEADER STOCK AND/OR CASH SETTLED PERFORMANCE UNIT AWARD AGREEMENT <<Name>> GranteeQuanex Building Products CORP • December 7th, 2015 • Rolling drawing & extruding of nonferrous metals
QUANEX BUILDING PRODUCTS CORPORATION EMPLOYEE STOCK AND/OR CASH SETTLED PERFORMANCE UNIT AWARD AGREEMENT [GRANTEE NAME] GranteeAward Agreement • April 29th, 2014 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
QUANEX BUILDING PRODUCTS CORPORATION KEY LEADER STOCK AND/OR CASH SETTLED PERFORMANCE SHARE AWARD AGREEMENT «FIRST_NAME» «MI» «LAST_NAME» GranteePerformance Share Award Agreement • December 7th, 2015 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
QUANEX BUILDING PRODUCTS CORPORATION EMPLOYEE [STOCK-][CASH-]SETTLED STOCK APPRECIATION RIGHT AGREEMENT [GRANTEE NAME] GranteeStock Appreciation Right Agreement • April 29th, 2014 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
The following terms and conditions are applicable to a stock appreciation right (a “SAR”) granted pursuant to the Quanex Building Products Corporation 2008 Omnibus Incentive Plan, as amended (the “Plan”) and are incorporated as part of this Stock Appreciation Right Agreement setting forth the terms of such SAR (this “Agreement”).
KEY LEADER STOCK SETTLED PERFORMANCE RESTRICTED STOCK UNITS AWARD AGREEMENT [_____________] “Grantee”Quanex Building Products CORP • December 12th, 2017 • Rolling drawing & extruding of nonferrous metals
QUANEX BUILDING PRODUCTS CORPORATION RESTRICTED STOCK AWARD AGREEMENT [GRANTEE] GranteeRestricted Stock Award Agreement • December 9th, 2022 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
ANNUAL INCENTIVE AWARDAnnual Incentive Award Agreement • December 11th, 2020 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
SHARE REPURCHASE AGREEMENTShare Repurchase Agreement • October 12th, 2018 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
THIS SHARE REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of October 9, 2018, by and among Praesidium Investment Management Company LLC, a Delaware limited liability company (“Praesidium”) and Quanex Building Products Corporation, a Delaware corporation (the “Purchaser”). Each of Kevin Oram and Peter Uddo (the “Manager Principals”) is also executing this Agreement for purposes of Section III of this Agreement.
QUANEX BUILDING PRODUCTS CORPORATION STOCK AND/OR CASH SETTLED PERFORMANCE SHARE AWARD AGREEMENT [GRANTEE NAME] GranteeQuanex Building Products CORP • April 29th, 2014 • Rolling drawing & extruding of nonferrous metals
QUANEX BUILDING PRODUCTS CORPORATION KEY LEADER RESTRICTED STOCK AWARD AGREEMENT [GRANTEE NAME] GranteeRestricted Stock Award Agreement • April 29th, 2014 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
SHARE PURCHASE AGREEMENT -relating to- FLAMSTEAD HOLDINGS LIMITED No 1 Colmore Square, Birmingham, B4 6AA Also At: One America Square, Crosswall, London, EC3N 2SGShare Purchase Agreement • June 16th, 2015 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • England
QUANEX BUILDING PRODUCTS CORPORATION EXECUTIVE PERFORMANCE STOCK AWARD AGREEMENT <<Name>> GranteePerformance Stock Award Agreement • April 25th, 2008 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • Delaware
SECOND AMENDMENT TO LEASESQuanex Building Products CORP • December 12th, 2014 • Rolling drawing & extruding of nonferrous metals • Washington
This amendment to Leases (this “Amendment”) is made and entered into as of the 20th day of November, 2013, by and between HP Properties/Mikron LLC, a Washington limited liability company (“Landlord”) and Mikron Washington LLC, a Washington limited liability company (“Tenant”). Unless otherwise defined herein, capitalized terms used in this Amendment shall have the meanings set forth in the Mikron Leases (as defined below).
QUANEX BUILDING PRODUCTS CORPORATION EXECUTIVE [STOCK-][CASH-]SETTLED STOCK APPRECIATION RIGHT AGREEMENT <<Full Name>> GranteeQuanex Building Products CORP • April 25th, 2008 • Rolling drawing & extruding of nonferrous metals
The following terms and conditions are applicable to a stock appreciation right (a “SAR”) granted pursuant to the Quanex Building Products Corporation 2008 Omnibus Incentive Plan (the “Plan”) and are incorporated as part of the Stock Appreciation Right Agreement setting forth the terms of such SAR (the “Agreement”).
FIRST AMENDMENT TO AMENDED AND COMPLETELY RESTATED LEASELease • November 1st, 2022 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • Ohio
This First Amendment to Amended and Completely Restated Lease (this “Amendment”) is entered into to be effective as of November 1, 2022 (the “Effective Date”), by and between Lauren Real Estate Holding LLC, an Ohio limited liability company (“Landlord”) and Quanex IG Systems, Inc., an Ohio corporation (“Tenant”) and is intended to amend that certain Amended and Completely Restated Lease, dated August 25, 2016 (the “Lease”). Hereafter, Landlord and Tenant are sometimes referred to as a “party” and collectively as the “parties”.
QUANEX BUILDING PRODUCTS CORPORATION EMPLOYEE [STOCK-][CASH-]SETTLED PERFORMANCE UNIT AWARD AGREEMENT <<Name>> GranteeAward Agreement • April 25th, 2008 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
QUANEX BUILDING PRODUCTS CORPORATION EMPLOYEE STOCK OPTION AGREEMENT <<Full Name>> GranteeEmployee Stock Option Agreement • April 25th, 2008 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
SECOND AMENDMENT TO LEASELease • December 31st, 2012 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • Delaware
THIS SECOND AMENDMENT TO LEASE, dated as of April 28, 2010 (this “Amendment”), between DEXUS INDUSTRIAL SPE FINANCED PORTFOLIO LLC, a Delaware limited partnership (“Landlord”), successor in interest to Cabot Industrial Properties, L.P., a Delaware limited partnership (“Cabot”) and QUANEX BUILDING PRODUCTS CORPORATION, a Delaware corporation, formerly known as Quanex Corporation (“Tenant”), for certain premises located in the building located at 2270 Woodale Drive, Mounds View, Minnesota (the “Building”).
QUANEX BUILDING PRODUCTS CORPORATION DIRECTOR RESTRICTED STOCK AWARD AGREEMENT <<Full Name>> GranteeRestricted Stock Award Agreement • April 25th, 2008 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
Quanex Building Products Corporation, a Delaware corporation (the “Company”), pursuant to the Quanex Building Products Corporation 2008 Omnibus Incentive Plan (the “Plan”), hereby awards to you, the above-named Grantee, effective as of the Date of Award set forth above (the “Date of Award”), that number of shares (the “Shares”) of the Company’s Common Stock, $0.01 par value per share (the “Common Stock”), set forth above as Restricted Stock on the following terms and conditions:
LEASE BETWEEN LAUREN REAL ESTATE HOLDING LLC LANDLORD AND EDGETECH I.G., INC. TENANTLease • December 31st, 2012 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • Ohio
THIS LEASE (“Lease”) is made and entered into this 31st day of March, 2011 (the “Effective Date”), by and between the LAUREN REAL ESTATE HOLDING LLC, an Ohio limited liability company (“Landlord”), and EDGETECH I.G., INC., an Ohio corporation (“Tenant”).
QUANEX BUILDING PRODUCTS CORPORATION EMPLOYEE [STOCK-][CASH-]SETTLED RESTRICTED STOCK UNIT AWARD AGREEMENT << Full Name>> GranteeQuanex Building Products CORP • April 25th, 2008 • Rolling drawing & extruding of nonferrous metals
The Compensation Committee of the Board of Directors of Quanex Building Products Corporation, a Delaware corporation (the “Company”), pursuant to the Quanex Building Products Corporation 2008 Omnibus Incentive Plan (the “Plan”), hereby awards to you, the above-named Grantee, effective as of the Date of Award set forth above (the “Date of Award”), that number of restricted stock units set forth above (the “RSUs”), on the following terms and conditions:
QUANEX BUILDING PRODUCTS CORPORATION OTHER STOCK-BASED AWARD AGREEMENT <<Full Name>> GranteeQuanex Building Products CORP • April 25th, 2008 • Rolling drawing & extruding of nonferrous metals
The Compensation Committee (the “Committee”) of the Board of Directors of Quanex Building Products Corporation, a Delaware corporation (the “Company”), pursuant to the Quanex Building Products Corporation 2008 Omnibus Incentive Plan (the “Plan”), hereby awards to you, the above-named Grantee, effective as of the Date of Award set forth above, that number of shares (the “Shares”) of the Company’s Common Stock, $0.01 par value per share (the “Common Stock”), set forth above. Capitalized terms that are not defined herein shall have the meaning ascribed to such terms in the Plan.
AMENDED AND COMPLETELY RESTATED LEASE LAUREN REAL ESTATE HOLDING LLC Landlord and QUANEX IG SYSTEMS, INC. TenantCompletely Restated Lease • August 26th, 2016 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals • Ohio
This Amended and Completely Restated Lease (the “Lease”) is made and entered into as of August 25, 2016 (the “Effective Date”), by and between LAUREN REAL ESTATE HOLDING LLC, an Ohio limited liability company (“Landlord”), and QUANEX IG SYSTEMS, INC., an Ohio corporation, formerly known as EDGETECH I.G., INC. (“Tenant”).
QUANEX BUILDING PRODUCTS CORPORATION ANNUAL INCENTIVE AWARD AGREEMENT [GRANTEE NAME] GranteeIncentive Award Agreement • April 29th, 2014 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
CASH SETTLED PERFORMANCE SHARE AWARD AGREEMENT [___________________] GranteeAward Agreement • June 5th, 2020 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
CASH-SETTLED RESTRICTED STOCK UNIT AWARD AGREEMENT GranteeAward Agreement • June 5th, 2020 • Quanex Building Products CORP • Rolling drawing & extruding of nonferrous metals
DIRECTOR CASH-SETTLED RESTRICTED STOCK UNIT AWARD AGREEMENT [_______________] GranteeQuanex Building Products CORP • June 5th, 2020 • Rolling drawing & extruding of nonferrous metals
