1 EXHIBIT 1.1 KIMBERLY-CLARK CORPORATION UNDERWRITING AGREEMENT Kimberly-Clark Corporation P.O. Box 619100 DFW Airport Station Dallas, Texas 75261-9100Kimberly Clark Corp • February 2nd, 1998 • Paper mills • New York
ARTICLE IIAgreement • March 28th, 2003 • Kimberly Clark Corp • Paper mills • Minnesota
2- 3 Company and Kimberly-Clark shall not be entitled to terminate this Agreement pursuant to this Section 5(a) in the event that the Consultant shall cure any such breach within such ten (10) day period. In the event of such termination by the...Consulting Agreement • August 13th, 1999 • Kimberly Clark Corp • Paper mills • Utah
Exhibit 1.1 Kimberly-Clark Corporation Debt Securities Underwriting Agreement General Terms and Conditions Kimberly-Clark Corporation, a Delaware corporation (the "Company"), proposes to issue and sell from time to time certain of its debt securities...Kimberly Clark Corp • June 10th, 2003 • Paper mills • New York
1 EXHIBIT 10.4 NONCOMPETITION AGREEMENT This Noncompetition Agreement (the "Agreement") is entered into as of December 23, 1998, among Ballard Medical Products, a Utah corporation (the "Company"), Kimberly-Clark Corporation, a Delaware corporation...Noncompetition Agreement • August 13th, 1999 • Kimberly Clark Corp • Paper mills • Utah
1 EXHIBIT 4.5 INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE This INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE (this "Instrument"), by and among Kimberly-Clark Corporation, a Delaware corporation (the "Company"), The First National...Kimberly Clark Corp • February 2nd, 1998 • Paper mills
1 EXHIBIT 10.5 SEVERANCE AGREEMENT AND RELEASE This Severance Agreement and Release (the "Agreement") is entered into as of December 23, 1998, among Ballard Medical Products, a Utah corporation (the "Company"), Kimberly-Clark Corporation, a Delaware...Severance Agreement and Release • August 13th, 1999 • Kimberly Clark Corp • Paper mills • Utah
AGREEMENT AND PLAN OF MERGER among KIMBERLY-CLARK CORPORATION, BOXER ACQUISITION, INC. and I-FLOW CORPORATION Dated as of October 8, 2009Agreement and Plan of Merger • October 19th, 2009 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • Delaware
TOIndenture • February 2nd, 1998 • Kimberly Clark Corp • Paper mills • New York
ContractKimberly Clark Corp • November 2nd, 2021 • Converted paper & paperboard prods (no contaners/boxes)
This security is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depository or a nominee of a Depository, which may be treated by the Company, the Trustee and any agent thereof as owner and holder of this Security for all purposes. This Global Security is exchangeable for securities registered in the name of a person other than the Depository or its nominee only in the limited circumstances hereinafter described and may not be transferred except as a whole by the Depository to a nominee of the Depository or by a nominee of the Depository to the Depository.
KIMBERLY-CLARK CORPORATION ANNUAL TIME-VESTED RESTRICTED STOCK UNIT AWARD AGREEMENT (Graded Schedule)Award Agreement • July 25th, 2023 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes)
This Award, granted effective on __________ (the “Grant Date”), by Kimberly-Clark Corporation, a Delaware corporation (hereinafter called the “Corporation”), to ________________ (the “Participant”) is subject to the terms and conditions of the Kimberly-Clark Corporation 2021 Equity Participation Plan (the “Plan”) and the Award Agreement, including any country-specific terms and conditions contained in Appendix A to the Award Agreement.
KIMBERLY-CLARK CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • February 16th, 2023 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes)
The underwriter or underwriters named in Schedule I hereto (the “Underwriters”), acting through the firm or firms named in Schedule I-A hereto as representatives (the “Representatives”), understand that Kimberly-Clark Corporation, a Delaware corporation (the “Company”), proposes to issue and sell $350,000,000 aggregate principal amount of the Company’s 4.500% Notes due February 16, 2033 (the “Designated Securities”) designated in Schedule II hereto, registered under the Securities Act of 1933, as amended (the “Act”) on an “automatic shelf registration statement” (as defined under Rule 405 under the Act), on Form S-3 (File No. 333-262635) (the “Registration Statement”). The Designated Securities are to be issued under the indenture designated in Schedule II hereto (the “Indenture”), between the Company and the trustee designated in such Schedule II. Subject to the terms and conditions set forth herein or incorporated by reference herein and referred to below, the Company hereby agrees t
1 EXHIBIT 8.1 [Locke Liddell & Sapp LLP Letterhead] August 13, 1999 Kimberly- Clark Corporation 351 Phelps Drive Irving, Texas 75038 Ladies and Gentlemen: We refer to the Agreement and Plan of Merger dated as of December 23, 1998 (the "Agreement")...Kimberly Clark Corp • August 13th, 1999 • Paper mills
January 5, 2000Kimberly Clark Corp • January 6th, 2000 • Paper mills
KIMBERLY-CLARK CORPORATION NONQUALIFIED STOCK OPTION AWARD AGREEMENTAward Agreement • July 22nd, 2014 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • Delaware
This Award, granted on ________________, by Kimberly-Clark Corporation, a Delaware corporation (hereinafter called the “Corporation”), to __________ (the “Employee”) is subject to the terms and conditions of the 2011 Equity Participation Plan (the “Plan”) and this Award Agreement, including any country-specific terms and conditions contained in Appendix A to this Award Agreement.
KIMBERLY-CLARK CORPORATION AWARD AGREEMENTAward Agreement • February 22nd, 2008 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • Delaware
This Award, granted this day of , , by Kimberly-Clark Corporation, a Delaware corporation (the “Corporation”), to (the “Employee”) subject to the terms and conditions of the 2001 Equity Participation Plan (the “Plan”), and the applicable Attachment to this Award Agreement.
KIMBERLY-CLARK CORPORATION NONQUALIFIED STOCK OPTION AWARD AGREEMENTAward Agreement • July 24th, 2018 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • Delaware
This Award, granted effective on __________ (the “Grant Date”), by Kimberly-Clark Corporation, a Delaware corporation (hereinafter called the “Corporation”), to __________ (the “Participant”) is subject to the terms and conditions of the 2011 Equity Participation Plan (the “Plan”) and the Award Agreement, including any country-specific terms and conditions contained in Appendix A to the Award Agreement.
KIMBERLY-CLARK CORPORATION PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENTAward Agreement • April 24th, 2017 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • Delaware
This Award, granted effective on ______________, by Kimberly-Clark Corporation, a Delaware corporation (hereinafter called the “Corporation”), to ________________ (the “Participant”) is subject to the terms and conditions of the 2011 Equity Participation Plan (the “Plan”) and the Award Agreement, including any country-specific terms and conditions contained in Appendix A to this Award Agreement.
1 EXHIBIT 10.3 NONCOMPETITION AGREEMENT This Noncompetition Agreement (the "Agreement") is entered into as of December ___, 1998, among Ballard Medical Products, a Utah corporation (the "Company"), Kimberly-Clark Corporation, a Delaware corporation...Noncompetition Agreement • August 13th, 1999 • Kimberly Clark Corp • Paper mills • Utah
DEFINITIVE PURCHASE AGREEMENTDefinitive Purchase Agreement • April 21st, 2015 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • New York
This Definitive Purchase Agreement (this “Agreement”) is entered into as of February 23, 2015 (the “Signing Date”) by and among Massachusetts Mutual Life Insurance Company, a Massachusetts life insurance company (the “Insurer”), Kimberly-Clark Corporation, a Delaware corporation (the “Company”), acting solely in a non-fiduciary capacity as the sponsor of the Kimberly-Clark Corporation Pension Plan (the “Plan”), and State Street Bank and Trust Company, a Massachusetts trust company, for the purposes of this Agreement, acting through State Street Global Advisors, a division of State Street Bank and Trust Company, acting solely in its capacity as the independent fiduciary of the Plan with certain authority and responsibility to represent the Plan and its Plan Participants and Plan Beneficiaries in regard to the transactions set forth in this Agreement (the “Independent Fiduciary”). The Insurer, the Company and the Independent Fiduciary are referred to collectively herein as the “Parties
ContractKimberly Clark Corp • May 22nd, 2014 • Converted paper & paperboard prods (no contaners/boxes)
This security is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depository or a nominee of a Depository, which may be treated by the Company, the Trustee and any agent thereof as owner and holder of this Security for all purposes. This Global Security is exchangeable for securities registered in the name of a person other than the Depository or its nominee only in the limited circumstances hereinafter described and may not be transferred except as a whole by the Depository to a nominee of the Depository or by a nominee of the Depository to the Depository.
TAX MATTERS AGREEMENT DATED AS OF OCTOBER 31, 2014 BETWEEN KIMBERLY-CLARK CORPORATION AND HALYARD HEALTH, INC.Tax Matters Agreement • November 5th, 2014 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • Texas
THIS TAX MATTERS AGREEMENT (this “Agreement”) is entered into as of October 31, 2014, between Kimberly-Clark Corporation, a Delaware corporation (“External Distributing”), and Halyard Health, Inc., a Delaware corporation (“External SpinCo”). Unless otherwise indicated, all “Section” references in this Agreement are to sections of this Agreement.
ARTICLE IIAgreement • January 2nd, 1998 • Kimberly Clark Corp • Paper mills • Minnesota
KIMBERLY-CLARK CORPORATION 401(k) AND PROFIT SHARING PLAN TRUSTAgreement • November 28th, 2016 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • Illinois
THIS AGREEMENT, effective as of the 4th day of January, 2010, is made between KIMBERLY-CLARK CORPORATION, a Delaware corporation, herein referred to as the "Company", and THE NORTHERN TRUST COMPANY, an Illinois corporation of Chicago, Illinois, herein referred to as the “Trustee”, and constitutes a restatement of the Kimberly-Clark Corporation Defined Contribution Plan Trust, which was heretofore made by the Company, into a trust agreement to be known as the KIMBERLY-CLARK CORPORATION 401(k) AND PROFIT SHARING PLAN TRUST agreement under which the Trustee is accepting appointment as successor trustee.
Kimberly-Clark Corporation -and- Mourant & Co Trustees Limited TRUST DEED of the KIMBERLY-CLARK EMPLOYEE SHARE TRUST (JERSEY) BACON & WOODROW Actuaries & Consultants St Olaf House London Bridge City London SE1 2PEKimberly Clark Corp • September 24th, 2019 • Converted paper & paperboard prods (no contaners/boxes)
DEFINITIVE PURCHASE AGREEMENTDefinitive Purchase Agreement • July 23rd, 2015 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • New York
This Definitive Purchase Agreement (this “Agreement”) is entered into as of February 23, 2015 (the “Signing Date”) by and among The Prudential Insurance Company of America, a New Jersey life insurance company (the “Insurer”), Prudential Financial, Inc., a New Jersey corporation (“Insurer Parent”), Kimberly-Clark Corporation, a Delaware corporation (the “Company”), acting solely in a non-fiduciary capacity as the sponsor of the Kimberly-Clark Corporation Pension Plan (the “Plan”), and State Street Bank and Trust Company, a Massachusetts trust company, for the purposes of this Agreement, acting through State Street Global Advisors, a division of State Street Bank and Trust Company, acting solely in its capacity as the independent fiduciary of the Plan with certain authority and responsibility to represent the Plan and its Plan Participants and Plan Beneficiaries in regard to the transactions set forth in this Agreement (the “Independent Fiduciary”). The Insurer, Insurer Parent, the Compa
EXHIBIT 4.3.2 DATED 15 MAY 2002 (1) KIMBERLY-CLARK HOLDING LIMITED (2) MOURANT ECS TRUSTEES LTD TRUST DEED AND RULES OF KIMBERLY-CLARK SHAREPLUS UK ADOPTED BY THE BOARD OF DIRECTORS OF THE COMPANY ON 9 MAY 2002 AND APPROVED BY THE INLAND REVENUE UNDER...Partnership Share Agreement • September 18th, 2009 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • England
KIMBERLY-CLARK CORPORATION NONQUALIFIED STOCK OPTION AWARD AGREEMENTAward Agreement • February 27th, 2009 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • Delaware
This Award, granted on the date approved by the Committee or the Chief Executive Officer, as the case may be, and as reflected on the Merrill Lynch Benefits OnLine site, or any successor system, via the Grant Summary screen as the Grant Date, by Kimberly-Clark Corporation, a Delaware corporation (hereinafter called the “Corporation”), is subject to the terms and conditions of the 2001 Equity Participation Plan (the “Plan”) and this Award Agreement, including any country-specific terms and conditions contained in Appendix A to this Award Agreement.
KIMBERLY-CLARK CORPORATION NONQUALIFIED STOCK OPTION AWARD AGREEMENT (effective April 29, 2009)Award Agreement • May 8th, 2009 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • Delaware
This Award, granted on the date approved by the Committee or the Chief Executive Officer, as the case may be, and as reflected on the Merrill Lynch Benefits OnLine site, or any successor system, via the Grant Summary screen as the Grant Date, by Kimberly-Clark Corporation, a Delaware corporation (hereinafter called the "Corporation"), is subject to the terms and conditions of the 2001 Equity Participation Plan (the “Plan”) and this Award Agreement, including any country-specific terms and conditions contained in Appendix A to this Award Agreement.
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • October 19th, 2009 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • Delaware
This TENDER AND SUPPORT AGREEMENT, dated as of October 8, 2009 (this “Agreement”), is among Kimberly-Clark Corporation , a Delaware corporation (“Parent”), Boxer Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and each of the individuals or entities listed on a signature page hereto (each, a “Stockholder”). Capitalized terms used but not defined herein have the meanings assigned to them in the Agreement and Plan of Merger dated as of the date of this Agreement (the “Merger Agreement”) among Parent, Merger Sub and I-Flow Corporation , a Delaware corporation (the “Company”).
SEVENTH SUPPLEMENTAL INDENTURESeventh Supplemental Indenture • September 11th, 2020 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • New York
This Seventh Supplemental Indenture, dated as of September 11, 2020 (the “Supplemental Indenture”), between Kimberly-Clark Corporation, a corporation duly organized and existing under the laws of the State of Delaware (the “Corporation”), and The Bank of New York Mellon Trust Company, N.A., a national banking association duly incorporated and existing under the laws of the United States, as successor trustee (the “Trustee”), amends and supplements that certain First Amended and Restated Indenture, dated as of March 1, 1988, between the Corporation and the Trustee, as heretofore supplemented and amended (the “Base Indenture”).
Debt Securities Underwriting Agreement General Terms and Conditions Dated ,Kimberly Clark Corp • July 24th, 2007 • Converted paper & paperboard prods (no contaners/boxes) • New York
Kimberly-Clark Corporation, a Delaware corporation (the “Company”), proposes to issue and sell from time to time certain of its debt securities (the “Securities”) registered under the Securities Act of 1933, as amended (the “Act”), as set forth in Section 2. The Securities are to be issued in one or more series under one or more indentures between the Company and such banking institutions, as trustees, as, in the case of any such indenture or any such trustee, is designated in Schedule II to the Underwriting Agreement (as defined below) relating to any such series (each indenture and trustee so designated with respect to any such series being hereinafter referred to as the “Indenture” and the “Trustee”, respectively).
CONSULTING AGREEMENTConsulting Agreement • August 6th, 2004 • Kimberly Clark Corp • Paper mills • Wisconsin
THIS AGREEMENT made as of the day and year first set forth above, by and between Kimberly-Clark Corporation, a Delaware corporation, with offices at 2100 Winchester Road, Neenah, Wisconsin 54957 (“K-C”) and Kathi P. Seifert, who resides in Appleton, Wisconsin (“Consultant”).
ContractKimberly Clark Corp • September 7th, 2017 • Converted paper & paperboard prods (no contaners/boxes) • New York
THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
SEPARATION AGREEMENT AND FULL AND FINAL RELEASE OF CLAIMSSeparation Agreement • May 2nd, 2012 • Kimberly Clark Corp • Converted paper & paperboard prods (no contaners/boxes) • Texas
This Separation Agreement and Full and Final Release of Claims (“Agreement”) is made and entered into between Robert W. Black (“Employee “) and Kimberly-Clark Worldwide, Inc. (“K-C”).
