1 FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT BY AND AMONG THE CLOROX COMPANY, A&M PRODUCTS MANUFACTURING COMPANY, THE CLOROX PET PRODUCTS COMPANY, THE CLOROX SALES COMPANY, THE CLOROX COMPANY OF CANADA, LTD., AND OIL-DRI CORPORATION OF AMERICAAsset Purchase Agreement • December 16th, 2002 • Oil Dri Corporation of America • Miscellaneous manufacturing industries
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 16th, 2002 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Illinois
NOTE PURCHASE AGREEMENTNote Purchase Agreement • March 15th, 2001 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Illinois
Exhibit 10.1 CREDIT AGREEMENT BY AND AMONG OIL-DRI CORPORATION OF AMERICA, THE GUARANTORS FROM TIME TO TIME PARTIES HERETO,Guaranty Agreement • February 1st, 2006 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Illinois
FIRST AMENDMENTNote Agreement • March 15th, 2001 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Illinois
EXHIBIT 99.1 SECOND AMENDMENT TO SALARY CONTINUATION AGREEMENT DATED AUGUST 1, 1989 BETWEEN RICHARD M. JAFFEE AND THE REGISTRANT AS AMENDED BY THE EXTENSION AND AMENDMENT DATED OCTOBER 9, 1998. SECOND AMENDMENT TO AGREEMENT THIS AMENDMENT...To Agreement • November 13th, 2000 • Oil Dri Corporation of America • Miscellaneous manufacturing industries
Exhibit 10(o)(3): Third Amendment, dated November 24, 2003, to Credit Amendment dated as of January 29, 1999. THIRD AMENDMENT TO CREDIT AGREEMENT This Third Amendment to Credit Agreement (the "Amendment") dated as of November 24, 2003, between Oil-Dri...Credit Agreement • October 28th, 2004 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Illinois
OIL-DRI CORPORATION OF AMERICA 2006 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AGREEMENT for Class A Common StockOil Dri Corporation of America • December 11th, 2006 • Miscellaneous manufacturing industries • Delaware
Subject to the terms and conditions of this Agreement and the Oil-Dri Corporation of America 2006 Long Term Incentive Plan (the “Plan”), Oil-Dri Corporation of America (the “Company”) hereby grants [grantee name] (hereafter referred to as “You”) a grant of shares of restricted Stock, effective as of [date] (the “Grant Date”). “Stock” means Class A Common Stock or if no Class A Common Stock is issued and publicly traded on the New York Stock Exchange or any other national stock exchange or national market system, then Common Stock, of the Company, par value $.10 per share.
ToNote Purchase Agreement • February 1st, 2006 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Illinois
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED. SEVENTH AMENDMENT TO...Memorandum of Agreement • October 12th, 2023 • Oil-Dri Corp of America • Miscellaneous manufacturing industries
This Seventh Amendment to Memorandum of Agreement #1450 (MOA) is made on September 21, 2023, by and between A & M Products Manufacturing Company, 1221 Broadway, Oakland, California, 94612, hereinafter “Buyer” and Oil-Dri Corporation of America, 410 N. Michigan Avenue, Chicago, Illinois 60611, hereinafter “Seller”.
December 18, 2018 Mark LewryOil-Dri Corp of America • March 11th, 2019 • Miscellaneous manufacturing industries • Illinois
The following is an agreement (“Agreement”) between Mark Lewry (hereinafter referred to as “You”) and Oil-Dri Corporation of America (hereinafter referred to as “Oil-Dri” or “the Company”) regarding your separation of employment from Oil-Dri. The purpose of this Agreement is to provide for an orderly departure under terms which are mutually acceptable to both parties and protection for the Company from any and all claims by You against the Company (other than a claim to be paid in the amounts provided in paragraph number two (2) of this Agreement). Therefore, in consideration of the mutual promises set forth in this Agreement, You and Oil-Dri agree to the following terms and conditions:
OIL-DRI CORPORATION OF AMERICA 2006 LONG-TERM INCENTIVE PLAN EMPLOYEE STOCK OPTION AGREEMENT for Class A Common StockPlan Employee Stock Option Agreement • December 11th, 2006 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Delaware
This Stock Option Agreement (this “Agreement”) is made as of [date] (the “Grant Date”), between Oil-Dri Corporation of America (the “Company”), and [grantee name] (the “Participant”).
OIL-DRI CORPORATION OF AMERICA 2006 LONG-TERM INCENTIVE PLAN DIRECTOR’S STOCK OPTION AGREEMENTStock Option Agreement • June 12th, 2006 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Delaware
This Director’s Stock Option Agreement (this “Agreement”) is made as of the 9th day of June, 2006 (the “Grant Date”), between Oil-Dri Corporation of America (the “Company”), and Paul E. Suckow (the “Participant”).
EXECUTION VERSION Oil-Dri - Sixth Amendment to Credit Agreement.doc 1620467 SIXTH AMENDMENT TO CREDIT AGREEMENT This Sixth Amendment to Credit Agreement (this “Amendment”) dated as of August 30, 2022, is between Oil-Dri Corporation of America (the...Credit Agreement • September 6th, 2022 • Oil-Dri Corp of America • Miscellaneous manufacturing industries • Illinois
April 13, 2015 Paul D. Ziemnisky, Jr. Dear Paul:Oil Dri Corp of America • June 8th, 2015 • Miscellaneous manufacturing industries • Illinois
The following is an agreement (“Agreement”) between Paul D. Ziemnisky, Jr. (hereinafter referred to as “You”) and Oil-Dri Corporation of America (hereinafter referred to as “Oil-Dri” or “the Company”) regarding your separation of employment from Oil-Dri. The purpose of this Agreement is to provide for an orderly departure under terms which are mutually acceptable to both parties and protection for the Company from any and all claims by You against the Company other than those based on this Agreement. Therefore, in consideration of the mutual promises set forth in this Agreement, You and Oil-Dri agree to the following terms and conditions:
Consent to Credit AgreementConsent to Credit Agreement • June 7th, 2022 • Oil-Dri Corp of America • Miscellaneous manufacturing industries
This Consent to Credit Agreement (this “Consent”) dated as of June 6, 2022, is between Oil-Dri Corporation of America (the “Company”) and BMO Harris Bank N.A. (the “Bank”).
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED. EXCLUSIVE SUPPLY AGREEMENTExclusive Supply Agreement • December 7th, 2020 • Oil-Dri Corp of America • Miscellaneous manufacturing industries • Illinois
This Exclusive Supply Agreement is made as of May 19, 1999 (this "Agreement"), by and between Oil-Dri Corporation of America, a Delaware corporation ("Oil-Dri"), and Church & Dwight Co., Inc., a Delaware corporation ("Buyer").
Split-Dollar Agreement This Agreement, entered into this 26th day of February, 1999, by and between Oil-Dri Corporation of America, Inc., (the "Corporation") organized and existing under the laws of Delaware, and Daniel S. Jaffee (the "Employee")....Split-Dollar Agreement • March 16th, 1999 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Illinois
OIL-DRI CORPORATION OF AMERICAOil Dri Corporation of America • October 20th, 2006 • Miscellaneous manufacturing industries
Re: Extension and Amendment of Agreement made August 1, 1989, between Oil-Dri Corporation of America (“Oil- Dri”) and Richard M. Jaffee (“Jaffee”) (“1989 Agreement”)
THIRD AMENDMENT TO AGREEMENTTo Agreement • February 13th, 2006 • Oil Dri Corporation of America • Miscellaneous manufacturing industries
THIS THIRD AMENDMENT TO AGREEMENT (this “Amendment”) to the Agreement dated as of August 1, 1989, as subsequently amended by the First Amendment dated October 9, 1998 and the Second Amendment dated October 31, 2000 (as so amended, the “Agreement”), is made as of the 31st day of January, 2006 (but subject to Section 3 below), by and between Oil-Dri Corporation of America, a Delaware corporation (“Oil-Dri”) and Richard M. Jaffee (“Jaffee”).
FOURTH AMENDMENT TO AGREEMENTFourth Amendment to Agreement • October 14th, 2010 • Oil Dri Corp of America • Miscellaneous manufacturing industries
THIS FOURTH AMENDMENT TO AGREEMENT (this “Amendment”) to the Agreement dated as of August 1, 1989, as subsequently amended by the First Amendment dated October 9, 1998, the Second Amendment dated October 31, 2000 and the Third Amendment dated January 31, 2006 (as so amended, the “Agreement”), is made as of the 14th day of October, 2010 (but subject to Section 3 below), by and between Oil-Dri Corporation of America, a Delaware corporation (“Oil-Dri”) and Richard M. Jaffee (“Jaffee”).
July 12, 2006 Oil-Dri Corporation of America 410 North Michigan Avenue, Suite 400 Chicago, Illinois 60611 Re: First Amendment to Note Agreement Ladies and Gentlemen:Note Agreement • October 20th, 2006 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Illinois
Reference is made to the Note Agreement (the “Note Agreement”), dated as of December 16, 2005, among you, on one hand, and The Prudential Insurance Company of America (“PICA”) and Prudential Retirement Insurance and Annuity Company (“PRIAC” and, collectively with PICA, the “Prudential Parties”) on the other hand. Capitalized terms used herein that are not otherwise defined herein shall have the meaning specified in the Note Agreement.
OIL-DRI CORPORATION OF AMERICA 2006 LONG-TERM INCENTIVE PLAN EMPLOYEE STOCK OPTION AGREEMENT for Common StockIncentive Plan Employee Stock Option Agreement • December 11th, 2006 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Delaware
This Stock Option Agreement (this “Agreement”) is made as of [date] (the “Grant Date”), between Oil-Dri Corporation of America (the “Company”), and [grantee name] (the “Participant”).
FIFTH AMENDMENT TO AGREEMENT 1450Memorandum of Agreement • June 8th, 2023 • Oil-Dri Corp of America • Miscellaneous manufacturing industries
This Fifth Amendment to Memorandum of Agreement #1450 (MOA) is made on April 14, 2023, by and between A & M Products Manufacturing Company, 1221 Broadway, Oakland, California, 94612, hereinafter “Buyer” and Oil-Dri Corporation of America, 410 N. Michigan Avenue, Chicago, Illinois 60611, hereinafter “Seller”.
EIGHTH AMENDMENT TO AGREEMENT 1450To Agreement • March 7th, 2024 • Oil-Dri Corp of America • Miscellaneous manufacturing industries
This Eighth Amendment to Memorandum of Agreement #1450 (MOA) is made on January 25, 2024, by and between A & M Products Manufacturing Company, 1221 Broadway, Oakland, California, 94612, hereinafter “Buyer” and Oil-Dri Corporation of America, 410 N. Michigan Avenue, Chicago, Illinois 60611, hereinafter “Seller”.
OIL-DRI CORPORATION OF AMERICA 2006 LONG-TERM INCENTIVE PLAN DIRECTOR STOCK OPTION AGREEMENT for Common StockTerm Incentive Plan Director Stock Option Agreement • December 11th, 2006 • Oil Dri Corporation of America • Miscellaneous manufacturing industries • Delaware
This Stock Option Agreement (this “Agreement”) is made as of [date] (the “Grant Date”), between Oil-Dri Corporation of America (the “Company”), and [grantee name] (the “Participant”).
FIRST AMENDMENT TO MEMORANDUM OF AGREEMENT No. 1450Memorandum of Agreement • October 10th, 2007 • Oil Dri Corp of America • Miscellaneous manufacturing industries
This First Amendment to Contract Manufacturing Memorandum of Agreement No. 1450 entered into as of March 12, 2001 (the “Agreement”) between A&M Products Manufacturing Company (“BUYER”) and Oil-Dri Corporation of America (“SELLER”) is dated December 13, 2002 (the “Amendment”).
Re: Amendment No. 2 to Amended and Restated Note Purchase and Private Shelf AgreementNote Agreement • June 7th, 2022 • Oil-Dri Corp of America • Miscellaneous manufacturing industries • Illinois
Reference is made to the Amended and Restated Note Purchase and Private Shelf Agreement (as amended by Amendment No. 1 to Amended and Restated Note Purchase and Private Shelf Agreement dated as of December 16, 2021, the “Note Agreement”), dated as of May 15, 2020 between Oil-Dri Corporation of America, a Delaware corporation (the “Company”), on the one hand, and PGIM, Inc. (“Prudential”), the Existing Holders, the Effective Date Purchasers named in the Purchaser Schedule attached thereto and each other Prudential Affiliate (as defined therein) which becomes a party thereto, on the other hand. Capitalized terms used herein that are not otherwise defined herein shall have the meaning specified in the Note Agreement.
October 10, 2011 Steven Jay Adolph Chicago, Illinois 60613 Dear Steve;Oil Dri Corp of America • December 8th, 2011 • Miscellaneous manufacturing industries • Illinois
The following is an agreement (“Agreement”) between Steven Jay Adolph (hereinafter referred to as “You”) and Oil-Dri Corporation of America (hereinafter referred to as “Oil-Dri” or “the Company”) regarding your separation of employment from Oil-Dri. The purpose of this Agreement is to provide for an orderly departure under terms which are mutually acceptable to both parties and protection for the Company from any and all claims by You against the Company other than those based on this Agreement. Therefore, in consideration of the mutual promises set forth in this Agreement, You and Oil-Dri agree to the following terms and conditions:
EXECUTION VERSION ANNEX A TO SIXTHSEVENTH AMENDMENT Oil-Dri, 67th Amend -, Annex A - Conformed Credit Agreement 4858-8941-4674CA (Oil-Dri 2024) 4868-8519-6724 v125.docx 1620467 CREDIT AGREEMENT1 BY AND AMONG OIL-DRI CORPORATION OF AMERICA, THE...Oil-Dri Corp of America • April 16th, 2024 • Miscellaneous manufacturing industries • Illinois
Second Amendment to Credit AgreementCredit Agreement • December 28th, 2011 • Oil Dri Corp of America • Miscellaneous manufacturing industries • Illinois
This Second Amendment to Credit Agreement (the “Second Amendment”) dated as of December 21, 2011, between Oil-Dri Corporation of America (the “Company”) and BMO Harris Bank N.A. (formerly known as Harris N.A.) (the “Bank”).
OIL-DRI CORPORATION OF AMERICA RESTRICTED STOCK AGREEMENT FOR CLASS B STOCKOil-Dri Corp of America • October 12th, 2018 • Miscellaneous manufacturing industries • Delaware
Subject to the terms and conditions of this Agreement and the Oil-Dri Corporation of America 2006 Long Term Incentive Plan (the “Plan”), Oil-Dri Corporation of America (the “Company”) hereby grants [grantee name] (hereafter referred to as “You”) a grant of shares of restricted Stock, effective as of [date] (the “Grant Date”). “Stock” means Class B Stock of the Company, par value $.10 per share.
February 10, 2011 Andrew N Peterson St. Charles, Illinois 60175 Dear Andy;Oil Dri Corp of America • August 24th, 2011 • Miscellaneous manufacturing industries • Illinois
The following is an agreement (“Agreement”) between Andrew N. Peterson (hereinafter referred to as “You”) and Oil-Dri Corporation of America (hereinafter referred to as “Oil-Dri” or “the Company”) regarding your separation of employment from Oil-Dri. The purpose of this Agreement is to provide for an orderly departure under terms which are mutually acceptable to both parties and protection for the Company from any and all claims by You against the Company other than those based on this Agreement. Therefore, in consideration of the mutual promises set forth in this Agreement, You and Oil-Dri agree to the following terms and conditions:
August 30, 2022Note Agreement • September 6th, 2022 • Oil-Dri Corp of America • Miscellaneous manufacturing industries • Illinois
Reference is made to the Amended and Restated Note Purchase and Private Shelf Agreement (as amended by Amendment No. 1 to Amended and Restated Note Purchase and Private Shelf Agreement dated as of December 16, 2021 and the Amendment No. 2 to Amended and Restated Note Purchase and Private Shelf Agreement dated as of June 3, 2022, the “Note Agreement”), dated as of May 15, 2020 between Oil-Dri Corporation of America, a Delaware corporation (the “Company”), on the one hand, and PGIM, Inc. (“Prudential”), the Existing Holders, the Effective Date Purchasers named in the Purchaser Schedule attached thereto and each other Prudential Affiliate (as defined therein) which becomes a party thereto, on the other hand. Capitalized terms used herein that are not otherwise defined herein shall have the meaning specified in the Note Agreement.
January 11, 2010 Brian K. Bancroft Naperville, IL 60564 Dear Brian:Oil Dri Corp of America • January 12th, 2010 • Miscellaneous manufacturing industries • Illinois
The following is an agreement (this “Agreement”) between Brian K. Bancroft (hereinafter referred to as “You”) and Oil-Dri Corporation of America (hereinafter referred to as “Oil-Dri” or “the Company”) regarding your separation of employment from Oil-Dri. The purpose of this Agreement is to provide for an orderly departure under terms which are mutually acceptable to both parties and protection for the Company from any and all claims by You against the Company other than those based on this Agreement. In consideration of the mutual promises set forth in this Agreement, You and Oil-Dri agree to the following terms and conditions:
