Kennametal Inc Sample Contracts

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Credit Agreement • September 12th, 2002 • Kennametal Inc • Machine tools, metal cutting types • New York
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AS TRUSTEE
Indenture • June 20th, 2002 • Kennametal Inc • Machine tools, metal cutting types • New York
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Conformed Copy KENNAMETAL INC. 7.20% Senior Notes due 2012 UNDERWRITING AGREEMENT
Underwriting Agreement • June 20th, 2002 • Kennametal Inc • Machine tools, metal cutting types • New York
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Rights Agreement • October 10th, 2000 • Kennametal Inc • Machine tools, metal cutting types • New York
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CONFORMED COPY KENNAMETAL INC. CAPITAL STOCK, PAR VALUE $1.25 PER SHARE UNDERWRITING AGREEMENT
Underwriting Agreement • June 20th, 2002 • Kennametal Inc • Machine tools, metal cutting types • New York
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WITNESSETH:
Executive Employment Agreement • September 25th, 2002 • Kennametal Inc • Machine tools, metal cutting types • Pennsylvania
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KENNAMETAL INC., AS ISSUER TO BANK ONE TRUST COMPANY, N.A., AS TRUSTEE INDENTURE
Kennametal Inc • June 20th, 2002 • Machine tools, metal cutting types • New York
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PUBLISHED CUSIP NUMBER: 48917MAA0 ============================================= =================================== AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • November 3rd, 2004 • Kennametal Inc • Machine tools, metal cutting types • New York
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KENNAMETAL INC.
Restricted Stock Agreement • June 11th, 1999 • Kennametal Inc • Machine tools, metal cutting types • Pennsylvania
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Exhibit 4.3 This Note is a Global Note within the meaning of the Indenture hereinafter referred to and is registered in the name of the Depositary or a nominee of the Depositary. This Note is exchangeable for Notes registered in the name of a person...
Kennametal Inc • June 20th, 2002 • Machine tools, metal cutting types • New York
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KENNAMETAL INC. 7,000,000 Shares of Capital Stock Underwriting Agreement
Kennametal Inc • July 15th, 2009 • Machine tools, metal cutting types • New York

Kennametal Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 7,000,000 shares of capital stock, par value $1.25 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,050,000 shares of capital stock, par value $1.25 per share, of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of capital stock, par value $1.25 per share, of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”

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RECITALS:
Kennametal Inc • February 14th, 2001 • Machine tools, metal cutting types • Pennsylvania
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KENNAMETAL INC. RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939, AS AMENDED AND INDENTURE, DATED AS OF FEBRUARY 14, 2012
Indenture • February 14th, 2012 • Kennametal Inc • Machine tools, metal cutting types • New York

INDENTURE (the “Indenture”), dated as of February 14, 2012, between KENNAMETAL INC., a corporation duly organized and existing under the laws of the Commonwealth of Pennsylvania (herein called the “Company”), having its principal office at World Headquarters, 1600 Technology Way, P.O. Box 231, Latrobe, Pennsylvania 15650-0231 and U.S. BANK NATIONAL ASSOCIATION, as Trustee (herein called the “Trustee”).

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WITNESSETH:
Employment Agreement • September 18th, 2003 • Kennametal Inc • Machine tools, metal cutting types • Pennsylvania
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KENNAMETAL INC.
Nonstatutory Stock Option Agreement • June 11th, 1999 • Kennametal Inc • Machine tools, metal cutting types
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Stock Purchase Agreement • May 7th, 2002 • Kennametal Inc • Machine tools, metal cutting types • New York
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Exhibit 10.2 CREDIT AGREEMENT dated as of December 20, 2000
Credit Agreement • February 14th, 2001 • Kennametal Inc • Machine tools, metal cutting types • New York
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WITNESSETH:
Employment Agreement • September 22nd, 2000 • Kennametal Inc • Machine tools, metal cutting types • Pennsylvania
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AGREEMENT
Agreement • September 22nd, 2000 • Kennametal Inc • Machine tools, metal cutting types • Pennsylvania
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Exhibit 10.3 GUARANTY AND SURETYSHIP AGREEMENT dated as of December 20, 2000
Guaranty and Suretyship Agreement • February 14th, 2001 • Kennametal Inc • Machine tools, metal cutting types • New York
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KENNAMETAL INC. Underwriting Agreement
Kennametal Inc • November 7th, 2012 • Machine tools, metal cutting types • New York

Kennametal Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $400,000,000 aggregate principal amount of the Company’s 2.650% Senior Notes due 2019 (the “Securities”). The Securities will be issued pursuant to (1) an Indenture dated February 14, 2012 (the “Base Indenture”) between the Company and U.S. Bank National Association, as trustee (the “Trustee”), and (2) the Second Supplemental Indenture to be dated as of the Closing Date (the “Supplemental Indenture”, and together with the Base Indenture, the “Indenture”) between the Company and the Trustee.

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KENNAMETAL INC. Underwriting Agreement
Kennametal Inc • June 7th, 2018 • Machine tools, metal cutting types • New York

Kennametal Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $300,000,000 aggregate principal amount of the Company’s 4.625% Senior Notes due 2028 (the “Securities”). The Securities will be issued pursuant to (1) an Indenture dated February 14, 2012 (the “Base Indenture”) between the Company and U.S. Bank National Association, as trustee (the “Trustee”), and (2) the Third Supplemental Indenture to be dated as of the Closing Date (the “Supplemental Indenture”, and together with the Base Indenture, the “Indenture”) between the Company and the Trustee.

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KENNAMETAL INC. Underwriting Agreement
Kennametal Inc • February 14th, 2012 • Machine tools, metal cutting types • New York

Kennametal Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $300,000,000 aggregate principal amount of the Company’s 3.875% Senior Notes due 2022 (the “Securities”). The Securities will be issued pursuant to (1) an Indenture dated to be as of the Closing Date (the “Base Indenture”) between the Company and U.S. Bank National Association, as trustee (the “Trustee”), and (2) the First Supplemental Indenture to be dated as of the Closing Date (the “Supplemental Indenture”, and together with the Base Indenture, the “Indenture”) between the Company and the Trustee.

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KENNAMETAL INC. Underwriting Agreement
Kennametal Inc • February 23rd, 2021 • Machine tools, metal cutting types • New York

Kennametal Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $300,000,000 aggregate principal amount of the Company’s 2.800% Senior Notes due 2031 (the “Securities”). The Securities will be issued pursuant to (1) an Indenture dated February 14, 2012 (the “Base Indenture”) between the Company and U.S. Bank National Association, as trustee (the “Trustee”), and (2) the Fourth Supplemental Indenture to be dated as of the Closing Date (the “Supplemental Indenture”, and together with the Base Indenture, the “Indenture”) between the Company and the Trustee.

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Form of Officer's Employment Agreement
Kennametal Inc • May 13th, 1997 • Machine tools, metal cutting types • Pennsylvania
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KENNAMETAL INC.
Stock Option Agreement • June 11th, 1999 • Kennametal Inc • Machine tools, metal cutting types
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Transaction Documents • May 13th, 1999 • Kennametal Inc • Machine tools, metal cutting types • Pennsylvania
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Officer’s Employment Agreement
S Employment Agreement • November 6th, 2018 • Kennametal Inc • Machine tools, metal cutting types • Pennsylvania

THIS EMPLOYMENT AGREEMENT (the “Agreement”), is made and entered into as of this 1st day of November, 2018, by and between KENNAMETAL INC., (hereinafter referred to as "Kennametal" or the "Corporation"), a corporation organized under the laws of the Commonwealth of Pennsylvania, and Christopher Rossi, an individual (hereinafter referred to as "Employee").

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SEPARATION AGREEMENT
Separation Agreement • September 13th, 2018 • Kennametal Inc • Machine tools, metal cutting types • Pennsylvania

This letter agreement (“Separation Agreement”) is provided to confirm the terms of your separation from employment with Kennametal Inc. (“Company”). The Company advises you to consult with an attorney regarding this Separation Agreement, which includes the Company’s consideration it shall pay you in exchange for a release of claims, as per Section 4(a) and Section 15 of your Officer’s Employment Agreement effective September 1, 2015 (“Officer’s Employment Agreement”).

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PURCHASE AGREEMENT by and between TDY INDUSTRIES, LLC and KENNAMETAL INC., and solely for the limited purpose identified herein, CUTTECH LIMITED and ATI HOLDINGS SAS Dated as of September 13, 2013
Purchase Agreement • November 7th, 2013 • Kennametal Inc • Machine tools, metal cutting types • Pennsylvania

PURCHASE AGREEMENT (this "Agreement"), dated as of September 13, 2013, by and between TDY Industries, LLC, a California limited liability company ("TDY") and a Wholly Owned Subsidiary of Allegheny Technologies Incorporated, a Delaware corporation ("ATI"), and Kennametal Inc., a Pennsylvania corporation ("Buyer"), and solely for the purposes of Sections 1.2 and 2.2(b), Cuttech Limited, a company incorporated in England and Wales under number 1520878 and a Wholly Owned Subsidiary of ATI ("Cuttech") and ATI Holdings SAS, a French société par actions simplifiée and a Wholly Owned Subsidiary of ATI ("ATI Holdings SAS" and together with Cuttech, the "Share Sellers"). Except as otherwise indicated, capitalized terms used but not defined herein shall have the meanings set forth in Annex A of this Agreement.

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FIFTH AMENDED AND RESTATED CREDIT AGREEMENT among KENNAMETAL INC. and KENNAMETAL EUROPE GmbH, as Borrowers The Several Lenders and Issuing Lenders From Time To Time Parties Hereto, PNC BANK, NATIONAL ASSOCIATION and JPMORGAN CHASE BANK, N.A., as the...
Credit Agreement • June 22nd, 2018 • Kennametal Inc • Machine tools, metal cutting types • New York

FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of June 21, 2018, among KENNAMETAL INC., a Pennsylvania corporation (the “Company”), KENNAMETAL EUROPE GmbH, a limited liability company organized under the laws of Switzerland and a wholly-owned Foreign Subsidiary of the Company, and any other wholly-owned Foreign Subsidiary of the Company which becomes a Foreign Borrower hereunder pursuant to the terms hereof (collectively, the “Foreign Borrowers” and each a “Foreign Borrower”; and the Foreign Borrowers together with the Company, collectively, the “Borrowers”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), BANK OF AMERICA MERRILL LYNCH INTERNATIONAL LIMITED, as Euro Swingline Lender, PNC BANK, NATIONAL ASSOCIATION and JPMORGAN CHASE BANK, N.A., as co-syndication agents (in such capacity, the “Co-Syndication Agents”), CITIZENS BANK OF PENNSYLVANIA, MUFG BANK, LTD. and MIZUHO BANK, LTD.,

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FORM OF THIRD AMENDED AND RESTATED GUARANTEE
Kennametal Inc • August 12th, 2010 • Machine tools, metal cutting types • New York

THIRD AMENDED AND RESTATED GUARANTEE, dated as of ___, 20[___], made by each of the corporations that are signatories hereto (the “Guarantors”), in favor of BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the lenders (the “Lenders”) parties to the Third Amended and Restated Credit Agreement, dated as of June 25, 2010 (as it may hereafter be amended, modified, extended or restated from time to time, the “Credit Agreement”), among Kennametal Inc., a Pennsylvania corporation (the “Company”) and the other Borrowers party thereto, the Lenders from time to time parties thereto, Bank of America, N.A., London Branch, as Euro Swingline Lender, PNC Bank, National Association and JPMorgan Chase Bank, N.A., as co-syndication agents, Citizens Bank of Pennsylvania and Bank of Tokyo-Mitsubishi UFJ Trust Company as co-documentation agents, Bank of America, N.A., as the Administrative Agent and the other parties thereto.

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AMENDMENT NO. 2 to the THIRD AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • April 11th, 2013 • Kennametal Inc • Machine tools, metal cutting types • New York

This AMENDMENT NO. 2, dated as of April 5, 2013 (the “Amendment”), to the THIRD AMENDED AND RESTATED CREDIT AGREEMENT is by and among (a) KENNAMETAL INC., a Pennsylvania corporation (the “Company”), (b) KENNAMETAL EUROPE GMBH, a limited liability company organized under the laws of Switzerland and a wholly-owned Foreign Subsidiary of the Company (the “Foreign Borrower”; and together with the Company, collectively, the “Borrowers”), (c) the several banks and other financial institutions or entities from time to time party to the Credit Agreement referred to below (the “Lenders”), BANK OF AMERICA, N.A., LONDON BRANCH, as Euro Swingline Lender, and (e) BANK OF AMERICA, N.A., as administrative agent for the Lenders (the “Administrative Agent”).

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AMENDMENT NO. 1 to the SECOND AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • July 6th, 2009 • Kennametal Inc • Machine tools, metal cutting types

This AMENDMENT NO. 1, dated as of July 6, 2009 (the “Amendment”), to the SECOND AMENDED AND RESTATED CREDIT AGREEMENT is by and among (a) KENNAMETAL INC., a Pennsylvania corporation (the “Company”), (b) KENNAMETAL EUROPE GMBH, a limited liability company organized under the laws of Switzerland and a wholly-owned Foreign Subsidiary of the Company (the “Foreign Borrower”; and together with the Company, collectively, the “Borrowers”), (c) the several banks and other financial institutions or entities from time to time party to the Credit Agreement referred to below (the “Lenders”), and (d) BANK OF AMERICA, N.A., as administrative agent for the Lenders (the “Administrative Agent”).

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AGREEMENT
Agreement • September 22nd, 2000 • Kennametal Inc • Machine tools, metal cutting types • Pennsylvania
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