Church & Dwight Co Inc /De/ Sample Contracts

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EXHIBIT 5.1
Purchase and Sale Agreement • January 30th, 2003 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
and
Rights Agreement • August 31st, 1999 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
OF ARMKEL, LLC
Limited Liability Company Agreement • October 12th, 2001 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
EXHIBIT 2 EXECUTION COPY ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • November 4th, 2003 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
EXHIBIT 10 CREDIT AGREEMENT
Credit Agreement • June 5th, 2001 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
ISSUER, TO
Indenture • September 23rd, 2003 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
among CHURCH & DWIGHT CO., INC., as Borrower,
Credit Agreement • March 28th, 2002 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
CREDIT AGREEMENT Dated as of December 4, 2015 among CHURCH & DWIGHT CO., INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, SUNTRUST BANK and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication...
Credit Agreement • December 8th, 2015 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of December 4, 2015, among CHURCH & DWIGHT CO., INC., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and each individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent, a Swing Line Lender and L/C Issuer, SUNTRUST BANK, as a Swing Line Lender, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as a Swing Line Lender.

LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF Armus, LLC, a Delaware Limited Liability Company
Limited Liability Company Operating Agreement • August 14th, 2000 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
Church & Dwight Co., Inc.
Underwriting Agreement • November 1st, 2022 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

Introductory. Church & Dwight Co., Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $500,000,000 aggregate principal amount of the Company’s 5.600% Senior Notes due 2032 (the “Notes”). BofA Securities, Inc., MUFG Securities Americas Inc., Truist Securities, Inc. and Wells Fargo Securities, LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes.

between ARMKEL, LLC and
Asset Purchase Agreement • March 28th, 2002 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware
AMENDED AND RESTATED COMMERCIAL PAPER DEALER AGREEMENT
Commercial Paper Dealer Agreement • February 24th, 2017 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

This agreement (the “Agreement”) amends and restates the Commercial Paper Dealer Agreement between the Issuer and the Dealer dated October 3, 2011 and sets forth the understandings between the Issuer and the Dealer, each named on the cover page hereof, in connection with the issuance and sale by the Issuer of its short-term promissory notes (the “Notes”) through the Dealer.

AMENDED AND RESTATED CREDIT AGREEMENT among CHURCH & DWIGHT CO., INC., as Borrower, The Several Lenders from Time to Time Parties Hereto, THE BANK OF NOVA SCOTIA, BANK OF AMERICA, N.A. and NATIONAL CITY BANK, each as a Documentation Agent, CITICORP...
Credit Agreement • January 9th, 2006 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of December 23, 2005 among CHURCH & DWIGHT CO., INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), THE BANK OF NOVA SCOTIA, BANK OF AMERICA, N.A. and NATIONAL CITY BANK, each as a documentation agent (in such capacity, a “Documentation Agent”; and, collectively, the “Documentation Agents”), CITICORP NORTH AMERICA, INC., as syndication agent (in such capacity, the “Syndication Agent”) and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

Commercial Paper Dealer Agreement
Paper Dealer Agreement • February 24th, 2017 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

This agreement (the “Agreement”) sets forth the understandings between the Issuer and the Dealer, each named on the cover page hereof, in connection with the issuance and sale by the Issuer of its short-term promissory notes (the “Notes”) through the Dealer.

AGREEMENT --------------------------------------------------------------------- -----------
Church & Dwight Co Inc /De/ • March 27th, 2003 • Soap, detergents, cleang preparations, perfumes, cosmetics

SALARY - At commencement of employment, base salary of $260,000 per annum - Sign-on bonus of $15,000 to be paid within the first 30 days of employment

CREDIT AGREEMENT Dated as of December 22, 2021 among CHURCH & DWIGHT CO., INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent and Lender, WELLS FARGO BANK, NATIONAL ASSOCIATION and TRUIST BANK, as Syndication Agents, THE OTHER LENDERS...
Credit Agreement • February 16th, 2023 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of December 22, 2021, among CHURCH & DWIGHT CO., INC., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and each individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent and Lender, and WELLS FARGO BANK, NATIONAL ASSOCIATION and TRUIST BANK, as Syndication Agents.

CREDIT AGREEMENT Dated as of May 1, 2019 among CHURCH & DWIGHT CO., INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent and Lender, WELLS FARGO BANK, NATIONAL ASSOCIATION and SUNTRUST BANK, as Syndication Agents, BANK OF MONTREAL, as...
Credit Agreement • May 7th, 2019 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of May 1, 2019, among CHURCH & DWIGHT CO., INC., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and each individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent and Lender, WELLS FARGO BANK, NATIONAL ASSOCIATION and SUNTRUST BANK as Syndication Agents and BANK OF MONTREAL, as Documentation Agent.

CREDIT AGREEMENT Dated as of March 27, 2017 among CHURCH & DWIGHT CO., INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent and Lender, and THE OTHER LENDERS PARTY HERETO
Credit Agreement • March 28th, 2017 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of March 27, 2017, among CHURCH & DWIGHT CO., INC., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and each individually, a “Lender”) and BANK OF AMERICA, N.A., as Administrative Agent.

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Church & Dwight Co., Inc. Certain Sections of this Indenture relating to Sections 3.10 through 3.18, inclusive, of the Trust Indenture Act of 1939:
Indenture • May 12th, 2010 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

INDENTURE, dated as of , 201 , between Church & Dwight Co., Inc., a Delaware corporation (herein called the “Company”), having its principal office at 469 North Harrison Street, Princeton, New Jersey 08543, and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (herein called the “Trustee”).

Church & Dwight Co., Inc. Certain Sections of this Indenture relating to Sections 3.10 through 3.18, inclusive, of the Trust Indenture Act of 1939:
Church & Dwight Co Inc /De/ • December 15th, 2010 • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

INDENTURE, dated as of December 15, 2010, between Church & Dwight Co., Inc., a Delaware corporation (herein called the “Company”), having its principal office at 469 North Harrison Street, Princeton, New Jersey 08543, and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (herein called the “Trustee”).

CHURCH & DWIGHT CO., INC. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., Trustee INDENTURE Dated as of , 201 Senior Debt Securities
Indenture • May 12th, 2010 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

INDENTURE, dated as of , 201 , between Church & Dwight Co., Inc., a Delaware corporation (herein called the “Company”), having its principal office at 469 North Harrison Street, Princeton, New Jersey 08543, and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (herein called the “Trustee”).

CHURCH & DWIGHT CO., INC. Purchase Agreement
Registration Rights Agreement • December 27th, 2004 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

Church & Dwight Co., Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Initial Purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representative (the “Representative”), $250,000,000 principal amount of its 6.00% Senior Subordinated Notes due 2012 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of December 22, 2004 (the “Indenture”) among the Company, Church & Dwight Company, a Wyoming corporation (the “Guarantor”) and The Bank of New York, as trustee (the “Trustee”), and will be guaranteed on an unsecured senior subordinated basis by the Guarantor (the “Guarantee”).

WITNESSETH:
Supplemental Employment Agreement • March 28th, 2002 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New Jersey
AMENDED AND RESTATED CREDIT AGREEMENT among CHURCH & DWIGHT CO., INC., as Borrower, The Several Lenders from Time to Time Parties Hereto, THE BANK OF NOVA SCOTIA, FLEET NATIONAL BANK and NATIONAL CITY BANK, each as a Documentation Agent, CITICORP...
Credit Agreement • June 7th, 2004 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of May 28, 2004 among CHURCH & DWIGHT CO., INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), THE BANK OF NOVA SCOTIA, FLEET NATIONAL BANK and NATIONAL CITY BANK, each as a documentation agent (in such capacity, a “Documentation Agent”; and, collectively, the “Documentation Agents”), CITICORP NORTH AMERICA, INC., as syndication agent (in such capacity, the “Syndication Agent”) and JPMORGAN CHASE BANK, as administrative agent.

CHANGE IN CONTROL AND SEVERANCE AGREEMENT
Change in Control and Severance Agreement • February 26th, 2007 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New Jersey

THIS CHANGE IN CONTROL AND SEVERANCE AGREEMENT, dated as of September 19, 2006 (this “Agreement”), is made by and between Church & Dwight Co., Inc, a Delaware corporation (the “Company”), and [ ] (the “Executive”).

EXHIBIT 5.2 RECEIVABLES PURCHASE AGREEMENT DATED AS OF JANUARY 16, 2003
Receivables Purchase Agreement • January 30th, 2003 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York
CHANGE IN CONTROL AND SEVERANCE AGREEMENT
Change in Control • February 24th, 2012 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New Jersey

THIS AMENDED AND RESTATED CHANGE IN CONTROL AND SEVERANCE AGREEMENT, dated as of December 31, 2011 (this “Agreement”), is made by and between Church & Dwight Co., Inc, a Delaware corporation (the “Company”), and Patrick D. de Maynadier (the “Executive”).

CHURCH & DWIGHT CO., INC. RESTRICTED STOCK UNIT GRANT
Restricted Stock Unit Grant • February 6th, 2023 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware

This RESTRICTED STOCK UNIT GRANT AGREEMENT (the “Agreement”), dated as of _________________ (the “Date of Grant”), is delivered by Church & Dwight Co., Inc. (the “Company”) to _______________ (the “Grantee”).

STOCK PURCHASE AGREEMENT BY AND AMONG CHURCH & DWIGHT CO., INC. AVID HEALTH, INC., THE SELLERS LISTED ON THE SIGNATURE PAGES HERETO AND THE SELLER REPRESENTATIVE Dated as of August 17, 2012
Stock Purchase Agreement • August 20th, 2012 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Washington

This Stock Purchase Agreement (this "Agreement") is made and entered into as of August 17, 2012, by and among: (i) Church & Dwight Co., Inc., a Delaware corporation (the "Purchaser"); (ii) Avid Health, Inc., a Washington corporation (the "Company"); (iii) the Persons listed on Schedule 1(A) to this Agreement (each individually, a "Seller" and collectively, the "Sellers"); and (iv) the individual executing a joinder agreement to this Agreement on and as of the date hereof as the initial Seller Representative.

CHURCH & DWIGHT CO., INC.
Nonqualified Stock Option Grant • May 6th, 2008 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware

This STOCK OPTION GRANT AGREEMENT (the “Agreement”), dated as of _________________ (the “Date of Grant”), is delivered by Church & Dwight Co., Inc. (the “Company”) to _______________ (the “Grantee”).

THIRD AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • February 24th, 2009 • Church & Dwight Co Inc /De/ • Soap, detergents, cleang preparations, perfumes, cosmetics • New York

THIS THIRD AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT (the “Amendment”) dated as of April 12, 2006, is made by and among HARRISON STREET FUNDING, LLC, as seller (the “Seller”), CHURCH & DWIGHT CO., INC., as initial Servicer (the “Servicer”), MARKET STREET FUNDING LLC (formerly known as Market Street Funding Corporation), as Issuer (the “Issuer”), and PNC BANK, NATIONAL ASSOCIATION, as administrator (the “Administrator”).

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