Sylvamo Corp Sample Contracts

RECEIVABLES FINANCING AGREEMENT Dated as of September 30, 2022 by and among SYLVAMO RECEIVABLES, LLC, as Borrower, THE PERSONS FROM TIME TO TIME PARTY HERETO, as Lenders, PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, SYLVAMO NORTH AMERICA,...
Receivables Financing Agreement • October 3rd, 2022 • Sylvamo Corp • Paper mills • New York

This RECEIVABLES FINANCING AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of September 30, 2022, by and among the following parties:

Sample 1Sample 2Sample 3See All (52)
AutoNDA by SimpleDocs
SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN INTERNATIONAL PAPER COMPANY AND SYLVAMO CORPORATION DATED AS OF SEPTEMBER 29, 2021
Separation and Distribution Agreement • October 1st, 2021 • Sylvamo Corp • Paper mills • Delaware

This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of September 29, 2021 (this “Agreement”), is by and between International Paper Company, a New York corporation (“Parent”), and Sylvamo Corporation, a Delaware corporation (“SpinCo”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.

Sample 1Sample 2Sample 3See All (42)
SYLVAMO CORPORATION as Issuer INTERNATIONAL PAPER COMPANY as guarantor INDENTURE Dated as of September 3, 2021 THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee 7.000% Senior Notes due 2029
Sylvamo Corp • September 3rd, 2021 • Paper mills • New York

INDENTURE, dated as of September 3, 2021, as amended or supplemented from time to time (this “Indenture”), among SYLVAMO CORPORATION, a Delaware corporation, INTERNATIONAL PAPER COMPANY, a New York corporation, the Subsidiary Guarantors from time to time parties hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as trustee (in such capacity, the “Trustee”).

Sample 1Sample 2Sample 3See All (41)
CREDIT EXTENSION AMENDMENT AND AMENDMENT NO. 2 TO THE CREDIT AGREEMENT
Credit Agreement • March 10th, 2023 • Sylvamo Corp • Paper mills • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of September 13, 2021, among SYLVAMO CORPORATION, a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, and the other L/C Issuers from time to time party hereto.

Sample 1Sample 2Sample 3See All (37)
REGISTRATION RIGHTS AGREEMENT dated as of September 30, 2021 between Sylvamo Corporation and International Paper Company
Registration Rights Agreement • October 1st, 2021 • Sylvamo Corp • Paper mills • New York

This Registration Rights Agreement, dated as of September 30, 2021 (this “Agreement”), is between Sylvamo Corporation, a Delaware corporation (the “Company”), and International Paper Company, a New York corporation (“International Paper”).

Sample 1Sample 2Sample 3See All (17)
RIGHTS AGREEMENT Dated as of April 22, 2022 between SYLVAMO CORPORATION and COMPUTERSHARE TRUST COMPANY, N.A., as Rights Agent
Rights Agreement • April 22nd, 2022 • Sylvamo Corp • Paper mills • Delaware

This Rights Agreement (this “Agreement”), dated as of April 22, 2022, is between Sylvamo Corporation, a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company, as rights agent (the “Rights Agent”).

Sample 1Sample 2Sample 3See All (9)
DIRECTOR INDEMNIFICATION AGREEMENT
Director Indemnification Agreement • August 9th, 2021 • Sylvamo Corp • Paper mills • Delaware

Indemnification Agreement (this “Agreement”), dated the date set forth on the signature page hereof, between Sylvamo Corporation, a Delaware corporation (the “Company”) and the director whose name appears on the signature page hereof (“Indemnitee”).

Sample 1Sample 2Sample 3See All (8)
SUPPLY AND OFFTAKE AGREEMENT BY AND BETWEEN INTERNATIONAL PAPER COMPANY AND SYLVAMO NORTH AMERICA, LLC DATED AS OF SEPTEMBER 30, 2021
Supply and Offtake Agreement • October 1st, 2021 • Sylvamo Corp • Paper mills • Delaware

This Supply and Offtake Agreement (“Agreement”), dated as of September 30, 2021 (the “Effective Date”) is made by and between INTERNATIONAL PAPER COMPANY, a New York corporation (“IP”), and SYLVAMO NORTH AMERICA, LLC, a Delaware limited liability company (“Sylvamo” and, together with IP, the “Parties”):

Sample 1Sample 2Sample 3See All (6)
EMPLOYEE MATTERS AGREEMENT by and between INTERNATIONAL PAPER COMPANY (“Parent”) and SYLVAMO CORPORATION (“SpinCo”) dated as of September 30, 2021
Employee Matters Agreement • October 1st, 2021 • Sylvamo Corp • Paper mills • Delaware

This Employee Matters Agreement (together with all exhibits, schedules, appendices and annexes hereto, this “Agreement”), dated as of September 30, 2021 is by and between International Paper Company, a New York corporation (“Parent”), and Sylvamo Corporation, a Delaware corporation (“SpinCo”) (each a “Party” and collectively, the “Parties”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in ARTICLE I.

Sample 1Sample 2Sample 3See All (4)
TAX MATTERS AGREEMENT INTERNATIONAL PAPER COMPANY AND
Tax Matters Agreement • October 1st, 2021 • Sylvamo Corp • Paper mills • Delaware

This Tax Matters Agreement, dated as of September 30, 2021 (this “Agreement”), is by and between, International Paper Company, a New York corporation (“Parent”), and Sylvamo Corporation, a Delaware corporation (“SpinCo”).

Sample 1Sample 2Sample 3
COOPERATION AGREEMENT
Cooperation Agreement • February 15th, 2023 • Sylvamo Corp • Paper mills • Delaware

This Cooperation Agreement, dated as of February 14, 2023 (this “Agreement”), is by and among Sylvamo Corporation (the “Company”) and the persons and entities set forth on Schedule A hereto (the “Atlas Group,” and, for clarity and as applicable, including each member thereof acting individually).

Sample 1Sample 2
RETAINED COPYRIGHT LICENSE AGREEMENT
License Agreement • October 1st, 2021 • Sylvamo Corp • Paper mills

This Retained Copyright License Agreement (this “Agreement”) dated as of September 30, 2021 (“Effective Date”), is made by and between International Paper Company, a New York corporation (“Licensor”), and Global Holdings II, Inc., a Delaware corporation (“Licensee”).

Sample 1Sample 2
LONG-TERM INCENTIVE PLAN AWARD AGREEMENT TERMS AND CONDITIONS
Long-Term Incentive Plan Award Agreement • February 21st, 2024 • Sylvamo Corp • Paper mills

This Long-Term Incentive Plan Award Agreement is made between you, the Participant, and Sylvamo Corporation, a Delaware corporation (the “Company”), by direction of the Management Development and Compensation Committee (the “Committee”) of the Board of Directors (the “Board”). This award (“Award”) is subject to the provisions of the 2021 Sylvamo Corporation Incentive Compensation Plan (the “Plan”). Terms not defined herein are defined in the Plan. Your acceptance of the Award and the Terms and Conditions described in this Award Agreement will be executed online with Morgan Stanley’s StockPlan Connect.

Sample 1Sample 2
TRANSITION SERVICES AGREEMENT BY AND BETWEEN INTERNATIONAL PAPER COMPANY AND SYLVAMO CORPORATION DATED AS OF SEPTEMBER 30, 2021
Transition Services Agreement • October 1st, 2021 • Sylvamo Corp • Paper mills • Delaware

THIS AGREEMENT (this “Agreement”) is made as of September 30, 2021, between International Paper Company, a New York corporation (“Parent”), and Sylvamo Corporation, a Delaware corporation (“SpinCo” and, together with Parent, the “Parties”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the Separation and Distribution Agreement (as defined below).

Sample 1Sample 2
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THE REDACTED TERMS HAVE BEEN MARKED WITH THREE ASTERISKS [***] NET LEASE
Lease • September 3rd, 2021 • Sylvamo Corp • Paper mills • California

THIS LEASE, entered into as of this 1st day of September, 2021 for reference purposes, is by and between International Paper Company, a New York corporation, hereinafter referred to as “Landlord”, and Sylvamo North America, LLC, a Tennessee limited liability company, hereinafter referred to as “Tenant”.

Sample 1Sample 2
FORM OF FIBER PURCHASE AGREEMENT by and among INTERNATIONAL PAPER COMPANY and SYLVAMO NORTH AMERICA, LLC Dated as of [●], 2021
Form of Fiber Purchase Agreement • August 9th, 2021 • Sylvamo Corp • Paper mills • Tennessee

THIS FIBER PURCHASE AGREEMENT (this “Agreement”), is entered into by and between International Paper Company, a New York corporation (“IP”) and Sylvamo North America, LLC, a Delaware limited liability company (“Sylvamo”) and shall become effective as of [●], 2021 (the “Effective Date”).

Sample 1Sample 2
TRANSITIONAL TRADEMARK LICENSE AGREEMENT
Transitional Trademark • October 1st, 2021 • Sylvamo Corp • Paper mills

This Transitional Trademark License Agreement (the “Agreement”) is made and entered into by and between International Paper Company, a New York, United States of America corporation having an office at 6400 Poplar Avenue, Memphis, Tennessee 38197 (hereinafter referred to as “Licensor”) and Global Holdings II, Inc., a Delaware, United States of America corporation having an office at 6400 Poplar Avenue, Memphis, Tennessee 38197, and its Affiliates (hereinafter referred to as “Licensee”). “Parties” refers to Licensor and Licensee jointly. “Party” refers to Licensor or Licensee individually.

Sample 1Sample 2
RETAINED KNOW-HOW AND TECHNOLOGY LICENSE AGREEMENT
License Agreement • October 1st, 2021 • Sylvamo Corp • Paper mills

This Retained Know-How and Technology License Agreement (this “Agreement”) dated as of September 30, 2021 (“Effective Date”), is made by and between International Paper Company, a New York corporation (“Licensor”), and Global Holdings II, Inc., a Delaware corporation (“Licensee”). “Parties” refers to Licensor and Licensee jointly. “Party” refers to Licensor or Licensee individually.

Sample 1Sample 2
SYLVAMO CORPORATION, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee SUPPLEMENTAL INDENTURE Dated as of March 10, 2023 to Indenture Dated as of September 3, 2021
Supplemental Indenture • March 10th, 2023 • Sylvamo Corp • Paper mills • New York

This SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 10, 2023, between SYLVAMO CORPORATION, a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee (the “Trustee”), under the Indenture, dated as of September 3, 2021, as supplemented and amended to date (the “Indenture”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the Indenture.

Sample 1
TERMS AND CONDITIONS OF LONG-TERM INCENTIVE PLAN AWARD
Terms And • March 2nd, 2022 • Sylvamo Corp • Paper mills

This Long-Term Incentive Plan award agreement is made between you, the Participant, and Sylvamo Corporation, a Delaware corporation (the “Company”), by direction of the Management Development and Compensation Committee (the “Committee”) of the Board of Directors (the “Board”). This award (“Award”) is subject to the provisions of the 2021 Sylvamo Corporation Incentive Compensation Plan (the “Plan”). Terms not defined herein are defined in the Plan. Your acceptance of the Award and the terms and conditions described in this award agreement will be executive online with Morgan Stanley’s StockPlan Connect.

Sample 1
BRAZIL PAYMENT AGREEMENT
Brazil Payment Agreement • October 1st, 2021 • Sylvamo Corp • Paper mills • Delaware

This BRAZIL PAYMENT AGREEMENT (this “Agreement”), dated as of September 30, 2021, is by and among International Paper Investments (Luxembourg) S.à r.l., a private limited liability company (société à responsabilité limitée) organised and existing under the laws of the Grand Duchy of Luxembourg, having its registered office and principal place of business at 6, rue Gabriel Lippmann, Parc d’Activité Syrdall 2, Münsbach, L-5365 Grand Duchy of Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B 90.703 (“IP”), Sylvamo Papers Holding S.à r.l., a private limited liability company (société à responsabilité limitée) organised and existing under the laws of the Grand Duchy of Luxembourg, having its registered office and principal place of business at 6 rue Gabriel Lippmann, Parc d’Activité Syrdall 2, 5365 Münsbach, Grand Duchy of Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B218883, and wholly owned, indirect

Sample 1
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THE REDACTED TERMS HAVE BEEN MARKED WITH THREE ASTERISKS [***] RECYCLABLE...
Recyclable Material Master Purchase Agreement • September 3rd, 2021 • Sylvamo Corp • Paper mills • Tennessee

This Statement of Work (“SOW”), between the International Paper Company (“International Paper” or “Buyer”) and Sylvamo North America, LLC (“Seller”) is entered into and made a part of the Recyclable Material Master Purchase Agreement (the “Agreement”) between International Paper and Seller, dated 9/1/2021. Any capitalized term not defined in this SOW has the meaning attributed to it in the Agreement. To the extent that any terms of this SOW conflict with any of the terms of the Agreement, the terms of the SOW explicitly supersede the terms in the Agreement. The parties may negotiate and execute additional SOWs as agreed.

Sample 1
AutoNDA by SimpleDocs
RETAINED INTELLECTUAL PROPERTY LICENSE AGREEMENT
Retained Intellectual Property • October 1st, 2021 • Sylvamo Corp • Paper mills

This Retained Intellectual Property License Agreement (this “Agreement”) dated as of September 30, 2021 (“Effective Date”), is made by and between International Paper Company, a New York corporation (“Licensor”), and Global Holdings II, Inc., a Delaware corporation (“Licensee”).

Sample 1
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THE REDACTED TERMS HAVE BEEN MARKED WITH THREE ASTERISKS [***] SUPPLY AGREEMENT
Supply Agreement • September 3rd, 2021 • Sylvamo Corp • Paper mills

This Supply Agreement (“Agreement”) is made as of September 1, 2021 by and between Sylvamo North America, LLC, a Delaware Company, with corporate offices located in Memphis TN (“Buyer”) and International Paper Company, a New York corporation with corporate offices located at 6400 Poplar Avenue, Memphis, TN 38197 (“Seller”).

Sample 1
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THE REDACTED TERMS HAVE BEEN MARKED WITH THREE ASTERISKS [***] FORM OF RECYCLABLE...
Master Purchase Agreement • July 13th, 2021 • Sylvamo Corp • Paper mills • Tennessee

This Statement of Work (“SOW”), between the International Paper Company (“International Paper” or “Buyer”) and Sylvamo North America, LLC (“Seller”) is entered into and made a part of the Recyclable Material Master Purchase Agreement (the “Agreement”) between International Paper and Seller, dated 9/1/2021. Any capitalized term not defined in this SOW has the meaning attributed to it in the Agreement. To the extent that any terms of this SOW conflict with any of the terms of the Agreement, the terms of the SOW explicitly supersede the terms in the Agreement. The parties may negotiate and execute additional SOWs as agreed.

Sample 1
AMENDMENT NO. 1 TO RIGHTS AGREEMENT
Rights Agreement • February 15th, 2023 • Sylvamo Corp • Paper mills

Amendment No. 1, dated as of February 14, 2023 (this “Amendment”), to the Rights Agreement, dated as of April 22, 2022 (the “Rights Agreement”), between Sylvamo Corporation, a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Rights Agent”).

Sample 1
FORM OF RETAINED INTELLECTUAL PROPERTY LICENSE AGREEMENT
License Agreement • July 13th, 2021 • Sylvamo Corp • Paper mills

This Retained Intellectual Property License Agreement (this “Agreement”) dated as of [•], 2021 (“Effective Date”), is made by and between International Paper Company, a New York corporation (“Licensor”), and Global Holdings II, Inc, a Delaware corporation (“Licensee”).

Sample 1
TRANSFERRED INTELLECTUAL PROPERTY LICENSE AGREEMENT
Transferred Intellectual Property • October 1st, 2021 • Sylvamo Corp • Paper mills

This Transferred Intellectual Property License Agreement (this “Agreement”) dated as of September 30, 2021, is made by and between Global Holdings II, Inc., a Delaware corporation (“Licensor”), and International Paper Company, a New York corporation (“Licensee”).

Sample 1
TEMPORARY OCCUPANCY AGREEMENT
Temporary Occupancy Agreement • September 3rd, 2021 • Sylvamo Corp • Paper mills • Tennessee

This Temporary Occupancy Agreement (this “Agreement”) is made and entered into effective as of the 1st day of September, 2021 (“Effective Date”) by and between International Paper Company, a New York corporation (“OWNER”), and Sylvamo North America, LLC, a Tennessee limited liability company (“OCCUPANT”), on the following terms:

Sample 1
TAX-EXEMPT BOND AGREEMENT
Tax-Exempt Bond Agreement • October 1st, 2021 • Sylvamo Corp • Paper mills • Delaware

THIS TAX-EXEMPT BOND AGREEMENT (this “Agreement”) is made as of this 30th day of September, 2021 (the “Effective Date”), by and between International Paper Company, a New York corporation (“International Paper”), and Sylvamo North America, LLC, a Delaware limited liability company (“Sylvamo”).

Sample 1
FORM OF TAX-EXEMPT BOND AGREEMENT
Form of Tax-Exempt Bond Agreement • July 13th, 2021 • Sylvamo Corp • Paper mills • Delaware

THIS TAX-EXEMPT BOND AGREEMENT (this “Agreement”) is made as of this [____] day of [ ], 2021 (the “Effective Date”), by and between International Paper Company, a New York corporation (“International Paper”), and Sylvamo North America, LLC, a Delaware limited liability company (“Sylvamo”).

Sample 1
FORM OF BRAZIL PAYMENT AGREEMENT
Form of Brazil Payment Agreement • August 9th, 2021 • Sylvamo Corp • Paper mills • Delaware

This BRAZIL PAYMENT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and among International Paper Investments (Luxembourg) S.à r.l., a Luxembourg société à responsibilité limitée (“IP”), IP Papers Holdings S.à r.l., a Luxembourg société à responsibilité limitée and wholly owned, indirect Subsidiary of Sylvamo Corporation (“Sylvamo Sub”), and Sylvamo North America, LLC (the “Guarantor”) (each a “Party” and together, the “Parties”).

Sample 1
FORM OF TRANSFERRED INTELLECTUAL PROPERTY LICENSE AGREEMENT
License Agreement • July 13th, 2021 • Sylvamo Corp • Paper mills

This Transferred Intellectual Property License Agreement (this “Agreement”) dated as of [•], 2021, is made by and between Global Holdings II, Inc, a Delaware corporation (“Licensor”), and International Paper Company, a New York corporation (“Licensee”).

Sample 1
TAX-EXEMPT BOND AGREEMENT
Tax-Exempt Bond Agreement • October 1st, 2021 • Sylvamo Corp • Paper mills • Delaware

THIS TAX-EXEMPT BOND AGREEMENT (this “Agreement”) is made as of this 30th day of September, 2021 (the “Effective Date”), by and between International Paper Company, a New York corporation (“International Paper”), and Sylvamo North America, LLC, a Delaware limited liability company (“Sylvamo”).

Sample 1
PURCHASE AND SALE AGREEMENT Dated as of September 30, 2022 among VARIOUS ENTITIES LISTED ON SCHEDULE I HERETO, as Originators, SYLVAMO NORTH AMERICA, LLC, as Servicer, and SYLVAMO RECEIVABLES, LLC, as Buyer
Purchase and Sale Agreement • October 3rd, 2022 • Sylvamo Corp • Paper mills • New York

This PURCHASE AND SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of September 30, 2022 is entered into among the VARIOUS ENTITIES LISTED ON SCHEDULE I HERETO or that become parties hereto from time to time pursuant to Section 4.3 hereof (the “Originators” and each, an “Originator”), SYLVAMO NORTH AMERICA, LLC, a Delaware limited liability company (“Sylvamo North America”), as initial Servicer (as defined below), and SYLVAMO RECEIVABLES, LLC, a Delaware limited liability company (the “Buyer”).

Sample 1
Time is Money Join Law Insider Premium to draft better contracts faster.