BY AND AMONGAgreement and Plan of Merger • March 22nd, 2002 • Manitowoc Co Inc • Construction machinery & equip • Wisconsin
May 9, 2001Share Purchase Agreement • May 11th, 2001 • Manitowoc Co Inc • Construction machinery & equip
OFStock Purchase Agreement • October 31st, 1995 • Manitowoc Co Inc • Construction machinery & equip • Wisconsin
Exhibit 4.4 REGISTRATION RIGHTS AGREEMENT Dated as of May 9, 2001Registration Rights Agreement • July 12th, 2001 • Manitowoc Co Inc • Construction machinery & equip • New York
CREDIT AGREEMENTCredit Agreement • May 11th, 2001 • Manitowoc Co Inc • Construction machinery & equip
THE MANITOWOC COMPANY, INC., as Issuer,Manitowoc Co Inc • May 11th, 2001 • Construction machinery & equip • New York
ARTICLE 1 DEFINITIONS 1 1.1 Accounts 1 1.2 Agreement 1 1.3 Agreement Sections 1 1.4 Assumed Liabilities 3 1.5 Bill of Sale 3 1.6 Buildings 3 1.7 Business 3 1.8 Buyer 3 1.9 Buyer's Closing Certificate 4 1.10 Buyer's Counsel Opinion 4 1.11 Closing 4...Purchase and Sale Agreement • September 30th, 1998 • Manitowoc Co Inc • Construction machinery & equip • Delaware
FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of September 30, 1996 (the "First Amendment") to that Credit Agreement referenced below is by and among THE MANITOWOC COMPANY, INC., a Wisconsin corporation (the...Credit Agreement • October 31st, 1996 • Manitowoc Co Inc • Construction machinery & equip • North Carolina
among THE MANITOWOC COMPANY, INC. as Borrower,Credit Agreement • November 14th, 1997 • Manitowoc Co Inc • Construction machinery & equip • North Carolina
UNDERWRITING AGREEMENT The Manitowoc Company, Inc. Underwriting AgreementUnderwriting Agreement • October 5th, 2012 • Manitowoc Co Inc • Construction machinery & equip • New York
The Manitowoc Company, Inc., a Wisconsin corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom J.P. Morgan Securities LLC is acting as representative (in such capacity, the “Representative”), $300,000,000 principal amount of its 5.875% Senior Notes due 2022 (the “Notes”). The Notes will be issued pursuant to an indenture dated as of February 8, 2010 (the “Base Indenture”), between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”), as supplemented by a third supplemental indenture dated October 19, 2012 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) among the Company, the Trustee and the guarantors listed in Schedule 2 hereto (each a “Guarantor” and, collectively the “Guarantors”). The Notes will be guaranteed on an unsecured senior basis by each of the Guarantors (the “Guarantees” and collectively with the Notes, the “Securitie
SECURITY AND PLEDGE AGREEMENT THIS SECURITY AND PLEDGE AGREEMENT dated as of December 1, 1995 (as amended and modified from time to time, this "Agreement" or "Security Agreement") is by and among THE MANITOWOC COMPANY, INC., a Wisconsin corporation...Security and Pledge Agreement • December 15th, 1995 • Manitowoc Co Inc • Construction machinery & equip • North Carolina
River Falls Escrow Deposit 2.3.3 River Falls Landfill Indemnification Claim 9.3.3 River Falls Landfill Litigation 9.3.2 River Falls Settlement Agreement 2.3.3 River Falls Settlement Terms 2.3.3 Trivest Funds' Liquidity Obligation 2.3.3 Trivest Funds'...Stock Purchase Agreement • December 15th, 1995 • Manitowoc Co Inc • Construction machinery & equip
EXHIBIT 10.6(b) 1996 10-K SUPPLEMENTAL RETIREMENT AGREEMENT ----------------------------------- THIS AGREEMENT, made and entered into as of this 31st day of March, 1996, but effective as of the 2nd day of January, 1995, by and between The Manitowoc...Supplemental Retirement Agreement • March 31st, 1997 • Manitowoc Co Inc • Construction machinery & equip • Wisconsin
EXECUTION COPY THE MANITOWOC COMPANY, INC. NOTE PURCHASE AND PRIVATE SHELF AGREEMENT 6.54% Series A Senior Notes due April 2, 2010 Private Shelf Facility Dated as of April 2, 1998Subsidiary Guarantee Agreement • April 16th, 1998 • Manitowoc Co Inc • Construction machinery & equip
RECEIVABLES PURCHASE AGREEMENT among MANITOWOC FUNDING, LLC, as Seller, THE MANITOWOC COMPANY, INC., as Servicer, and WELLS FARGO BANK, N.A., as Purchaser and as Agent Dated as of March 3, 2016Receivables Purchase Agreement • March 9th, 2016 • Manitowoc Co Inc • Construction machinery & equip • New York
CONTINGENT EMPLOYMENT AGREEMENTContingent Employment Agreement • December 29th, 2015 • Manitowoc Co Inc • Construction machinery & equip • Wisconsin
THIS AGREEMENT, made this ____ day of __________, ____, by and between THE MANITOWOC COMPANY, INC., a Wisconsin corporation (together with its subsidiaries and any upstream parent company that in the future may control The Manitowoc Company, Inc. referred to herein as the “Company”) and _____________________, a key employee of the Company (the “Employee”).
THE MANITOWOC COMPANY, INC., as Issuer, the Guarantors named herein, as Guarantors and BNY MIDWEST TRUST COMPANY, as TrusteeManitowoc Co Inc • November 6th, 2003 • Construction machinery & equip • New York
INDENTURE, dated as of November 6, 2003, by and among THE MANITOWOC COMPANY, INC., a Wisconsin corporation (the “Company”), the Guarantors (as defined below) listed on the signature pages hereto and BNY MIDWEST TRUST COMPANY, an Illinois trust company, as trustee (the “Trustee”), registrar, paying agent and transfer agent.
EMPLOYMENT AGREEMENTEmployment Agreement • July 30th, 2015 • Manitowoc Co Inc • Construction machinery & equip • Wisconsin
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is agreed upon and entered into this 28th day of July, 2015 by and between HUBERTUS M. MUEHLHAEUSER, an adult individual (the “Employee”) and THE MANITOWOC COMPANY, INC., a Wisconsin corporation, together with its successors and assigns (the “Company”).
INTELLECTUAL PROPERTY MATTERS AGREEMENTIntellectual Property Matters Agreement • March 9th, 2016 • Manitowoc Co Inc • Construction machinery & equip
THIS INTELLECTUAL PROPERTY MATTERS AGREEMENT (this “IP Agreement”) is made and entered into effective as of March 4, 2016 (the “Effective Date”), by and among The Manitowoc Company, Inc., a Wisconsin corporation (“Manitowoc ParentCo”), and Manitowoc Foodservice, Inc., a Delaware corporation and wholly-owned subsidiary of Manitowoc ParentCo (“SpinCo”). Capitalized terms used and not otherwise defined in this IP Agreement have the meanings ascribed to such terms in Article 1 of the Separation Agreement (defined below).
THE MANITOWOC COMPANY, INC., as the Issuer, THE GUARANTORS NAMED HEREIN and U.S. BANK NATIONAL ASSOCIATION as Trustee and as Notes Collateral Agent, INDENTURE Dated as of March 25, 2019 $300,000,000 9.000% Senior Secured Second Lien Notes due 2026Indenture • March 29th, 2019 • Manitowoc Co Inc • Construction machinery & equip • New York
INDENTURE, dated as of March 25, 2019 (this “Indenture”), among THE MANITOWOC COMPANY, INC., a Wisconsin corporation, the Guarantors (as defined herein) listed on the signature pages hereto and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Trustee and as Notes Collateral Agent (each as defined herein).
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • March 9th, 2016 • Manitowoc Co Inc • Construction machinery & equip
THIS EMPLOYEE MATTERS AGREEMENT (this “Agreement”) is effective as of March 4, 2016 between The Manitowoc Company, Inc., a Wisconsin corporation (“Manitowoc ParentCo”), and Manitowoc Foodservice, Inc., a Delaware corporation (“Manitowoc Foodservice”).
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 A COMMON DEPOSITARY OR A NOMINEE OF A COMMON DEPOSITARY. THIS NOTE IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE...Manitowoc Co Inc • July 12th, 2001 • Construction machinery & equip • New York
TRANSITION SERVICES AGREEMENTTransition Services Agreement • March 9th, 2016 • Manitowoc Co Inc • Construction machinery & equip
THIS TRANSITION SERVICES AGREEMENT (this “Agreement”) is effective as of March 4, 2016 (the “Effective Date”) between The Manitowoc Company, Inc., a Wisconsin corporation (“Manitowoc ParentCo”), and Manitowoc Foodservice, Inc., a Delaware corporation (“Manitowoc Foodservice”).
THE MANITOWOC COMPANY, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (Employee)Restricted Stock Unit Award Agreement • February 14th, 2020 • Manitowoc Co Inc • Construction machinery & equip • Wisconsin
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated <award_date> (the “Grant Date”), is granted by THE MANITOWOC COMPANY, INC. (the “Company”) to <first_name> <middle_name> <last_name>, an employee of the Company or one of its Affiliates (the “Employee”) pursuant to the Company’s 2013 Omnibus Incentive Plan (the “Plan”).
MASTER SEPARATION AND DISTRIBUTION AGREEMENTMaster Separation and Distribution Agreement • March 9th, 2016 • Manitowoc Co Inc • Construction machinery & equip
THIS MASTER SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”) is made and entered into effective as of March 4, 2016 (the “Effective Date”), by and among The Manitowoc Company, Inc., a Wisconsin corporation (“Manitowoc ParentCo”), and Manitowoc Foodservice, Inc., a Delaware corporation and wholly-owned subsidiary of Manitowoc ParentCo (“SpinCo”). Capitalized terms used and not otherwise defined in this Agreement have the meanings ascribed to such terms in Article 1 of this Agreement.
Second Supplemental Indenture Dated as of October 18, 2010Supplemental Indenture • October 20th, 2010 • Manitowoc Co Inc • Construction machinery & equip • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of October 18, 2010 among The Manitowoc Company, Inc., a Wisconsin corporation, the Guarantors (as defined herein) and Wells Fargo Bank, National Association, as Trustee.
AMENDMENT TO SETTLEMENT AGREEMENTSettlement Agreement • January 4th, 2016 • Manitowoc Co Inc • Construction machinery & equip
This Amendment (this “Amendment”) dated as of December 31, 2015 is by and among the persons and entities listed on Exhibit A hereto (collectively, the “Shareholders”, and individually each a “Shareholder”) and The Manitowoc Company, Inc. (the “Company”).
AMENDMENT TO EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • March 29th, 2016 • Manitowoc Co Inc • Construction machinery & equip
THIS AMENDMENT (this “Amendment”), dated March 28, 2016, is to the Employee Matters Agreement, effective as of March 4, 2016 (the “Agreement”), between The Manitowoc Company, Inc., a Wisconsin corporation (“Manitowoc ParentCo”), and Manitowoc Foodservice, Inc., a Delaware corporation (“Manitowoc Foodservice”).
TAX MATTERS AGREEMENT BY AND AMONG THE MANITOWOC COMPANY, INC. AND MANITOWOC FOODSERVICE, INC. MARCH 4, 2016Tax Matters Agreement • March 9th, 2016 • Manitowoc Co Inc • Construction machinery & equip • Wisconsin
THIS TAX MATTERS AGREEMENT (the “Agreement”) is entered into on March 4, 2016 (the “Effective Date”), by and among The Manitowoc Company, Inc., a Wisconsin corporation (“Manitowoc ParentCo”), and Manitowoc Foodservice, Inc., a Delaware corporation (“SpinCo”) (Manitowoc ParentCo and SpinCo are sometimes collectively referred to herein as the “Companies” and, as the context requires, individually referred to herein as a “Company”).
THE MANITOWOC COMPANY, INC. NON-QUALIFIED STOCK OPTION AGREEMENT WITH VESTING PROVISIONSNon-Qualified Stock Option Agreement • August 9th, 2010 • Manitowoc Co Inc • Construction machinery & equip • Wisconsin
THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”), dated the day of (date), is granted by THE MANITOWOC COMPANY, INC. (the “Company”) to (name) (the “Optionee”) pursuant to the Company’s 2003 Incentive Stock and Awards Plan (the “Plan”).
THE MANITOWOC COMPANY, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • August 2nd, 2013 • Manitowoc Co Inc • Construction machinery & equip • Wisconsin
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated the _____ day of _________, 20__ (the “Grant Date”), is granted by THE MANITOWOC COMPANY, INC. (the “Company”) to [Name of Employee], an employee of the Company or one of its Affiliates (the “Employee”) pursuant to the Company’s 2013 Omnibus Incentive Plan (the “Plan”).
THE MANITOWOC COMPANY, INC. AWARD AGREEMENT Amended Effective May 3, 2006Award Agreement • March 1st, 2007 • Manitowoc Co Inc • Construction machinery & equip • Wisconsin
THIS AWARD AGREEMENT is entered into this day of , 20 , and reflects action taken by THE MANITOWOC COMPANY, INC. (the “Company”) to {INSERT NON-EMPLOYEE DIRECTOR’S NAME} (the “Director”) pursuant to the 2004 NON-EMPLOYEE DIRECTOR STOCK AND AWARDS PLAN (the “Plan”).
THE MANITOWOC COMPANY, INC., as Issuer, the Guarantors named herein, as Guarantors and WELLS FARGO BANK, NATIONAL ASSOCIATION, as TrusteeFirst Supplemental Indenture • February 10th, 2010 • Manitowoc Co Inc • Construction machinery & equip • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of February 8, 2010 among The Manitowoc Company, Inc., a Wisconsin corporation, the Guarantors (as defined herein) and Wells Fargo Bank, National Association, as Trustee.
SEVERANCE AGREEMENT AND RELEASESeverance Agreement and Release • February 23rd, 2018 • Manitowoc Co Inc • Construction machinery & equip • Wisconsin
THIS AGREEMENT is made and entered into by and between THE MANITOWOC COMPANY, INC. with its principal office at 2400 South 44th Street, Manitowoc, Wisconsin and Louis F. Raymond (“Employee”). For purposes of this Agreement, the term “Company” and “Manitowoc” means and includes The Manitowoc Company, Inc., its successors, assigns, and spin offs, any parent, subsidiary or division of Manitowoc, and any other affiliated entity under common control with Manitowoc, whether now existing or hereafter formed or acquired.
Settlement AgreementSettlement Agreement • February 9th, 2015 • Manitowoc Co Inc • Construction machinery & equip • Delaware
This Settlement Agreement (this “Agreement”) dated as of February 6, 2015, is by and among the persons and entities listed on Exhibit A hereto (collectively, the “Shareholders”, and individually each a “Shareholder”) and The Manitowoc Company, Inc. (the “Company”).
