Kaiser Aluminum Corp Sample Contracts

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Purchase Agreement • November 12th, 2004 • Kaiser Aluminum Corp • Primary production of aluminum
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Credit Agreement • April 12th, 2002 • Kaiser Aluminum Corp • Primary production of aluminum
AMENDED AND RESTATED CREDIT AGREEMENT dated as of
Credit Agreement • December 1st, 2015 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • New York

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December 1, 2015 (as it may be amended or modified from time to time, this “Agreement”), among KAISER ALUMINUM CORPORATION, a Delaware corporation, KAISER ALUMINUM INVESTMENTS COMPANY, a Delaware corporation, KAISER ALUMINUM FABRICATED PRODUCTS, LLC, a Delaware limited liability company, KAISER ALUMINUM WASHINGTON, LLC, a Delaware limited liability company, and KAISER ALUMINUM ALEXCO, LLC, a Delaware limited liability company, as Borrowers, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, J.P. MORGAN SECURITIES LLC and WELLS FARGO BANK, N.A., as Joint Bookrunners and Joint Lead Arrangers, WELLS FARGO BANK, N.A., as Documentation Agent, and BANK OF AMERICA, N.A., as Syndication Agent.

RECITALS
Kaiser Aluminum Corp • November 14th, 2003 • Primary production of aluminum • New York
FIRST TRUST NATIONAL ASSOCIATION, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of July 15, 1997
Indenture • August 1st, 1997 • Kaiser Aluminum Corp • Primary production of aluminum • New York
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 12th, 2016 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • New York

This REGISTRATION RIGHTS AGREEMENT dated May 12, 2016 (this “Agreement”) is entered into by and among Kaiser Aluminum Corporation, a Delaware corporation (the “Company”), the guarantors listed in Schedule 1 hereto (the “Initial Guarantors”), and J.P. Morgan Securities LLC (“J.P. Morgan”), on behalf of itself and the other purchasers named on Schedule 1 to the Purchase Agreement (defined below) (the “Initial Purchasers”).

AMENDMENT NO. 3 TO CREDIT AGREEMENT AND LOAN DOCUMENTS
Credit Agreement • April 12th, 2022 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • New York

THIS CREDIT AGREEMENT is entered into as of October 30, 2019, by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, and JPMORGAN CHASE BANK, N.A., a national banking association, as joint lead arrangers (in such capacity, together with their successors and assigns in such capacity, the “Joint Lead Arrangers”) and as joint book runners (in such capacity, together with their successors and assigns in such capacity, the “Joint Book Runners”), BANK OF AMERICA, N.A., a national banking association, and

KAISER ALUMINUM CORPORATION, as Issuer and the Guarantors named herein 4.50% Senior Notes due 2031 INDENTURE Dated as of May 20, 2021 WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee
Indenture • May 20th, 2021 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • New York

INDENTURE dated as of May 20, 2021, among KAISER ALUMINUM CORPORATION, a Delaware corporation, (the “Company”), and certain of the Company’s direct and indirect Domestic Subsidiaries (as defined below), each named in Schedule I hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States, as Trustee.

Amendment of Tax Allocation Agreement Between MAXXAM Inc. and Kaiser Aluminum & Chemical Corporation
Allocation Agreement • March 30th, 2001 • Kaiser Aluminum Corp • Primary production of aluminum

WHEREAS, MAXXAM Inc. ("MAXXAM") and Kaiser Aluminum & Chemical Corporation ("KACC") executed a tax allocation agreement as of December 21, 1989 covering all taxable years during which KACC and its U.S. subsidiaries (the "KACC Subgroup") were included in MAXXAM's Federal consolidated income tax returns (the "Tax Allocation Agreement");

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AGREEMENT
Agreement • March 30th, 2001 • Kaiser Aluminum Corp • Primary production of aluminum
AGREEMENT
Agreement • November 16th, 1998 • Kaiser Aluminum Corp • Primary production of aluminum
TAX ASSET PROTECTION RIGHTS AGREEMENT DATED AS OF APRIL 7, 2016 BY AND BETWEEN KAISER ALUMINUM CORPORATION AND COMPUTERSHARE INC., AS RIGHTS AGENT
Rights Agreement • April 8th, 2016 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • Delaware

This Tax Asset Protection Rights Agreement, dated as of April 7, 2016 (this “Agreement”), is made and entered into by and between Kaiser Aluminum Corporation, a Delaware corporation (the “Company”), and Computershare Inc., a Delaware corporation, as Rights Agent (the “Rights Agent”).

RECITALS
Acknowledgement and Agreement • November 12th, 2004 • Kaiser Aluminum Corp • Primary production of aluminum • New York
KAISER ALUMINUM CORPORATION 5,461,870 Shares Common Stock ($0.01 par value per Share) Underwriting Agreement
Underwriting Agreement • January 12th, 2007 • Kaiser Aluminum Corp • Primary production of aluminum • New York

Those stockholders of KAISER ALUMINUM CORPORATION, a Delaware corporation (the “Company”), identified in Schedule C annexed hereto (each, a “Selling Stockholder”), propose to sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representatives, an aggregate of 5,461,870 shares (the “Firm Shares”) of common stock, $0.01 par value per share (the “Common Stock”), of the Company. The number of Firm Shares to be sold by each Selling Stockholder is the number of Firm Shares set forth opposite the name of such Selling Stockholder in Schedule C annexed hereto. In addition, solely for the purpose of covering over-allotments, the VEBA for Retirees of Kaiser Aluminum, a trust under the laws of the State of Pennsylvania (the “VEBA Trust”), a Selling Stockholder, proposes to grant to the Underwriters the option to purchase from such Selling Stockholder up to an additional 819,280 shares of Common Stock (the “Additional Shares”). The Firm Share

DEFERRED FEE AGREEMENT
Deferred Fee Agreement • May 5th, 1998 • Kaiser Aluminum Corp • Primary production of aluminum • Texas
FORM OF OFFICER INDEMNIFICATION AGREEMENT
Officer Indemnification Agreement • July 6th, 2006 • Kaiser Aluminum Corp • Primary production of aluminum • Delaware

This Officer Indemnification Agreement, dated as of July 6, 2006 (this “Agreement”), is made by and between Kaiser Aluminum Corporation, a Delaware corporation (the “Company”), and [___] (“Indemnitee”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • September 19th, 2019 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • Delaware

AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) dated as of September 17, 2019, between KAISER ALUMINUM CORPORATION, a Delaware corporation (the “Company”), and JACK A. HOCKEMA (the “Executive”).

KAISER ALUMINUM CORPORATION, as Issuer and the Guarantors named herein 5.875% Senior Notes due 2024 INDENTURE Dated as of May 12, 2016 WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee
Indenture • May 12th, 2016 • Kaiser Aluminum Corp • Rolling drawing & extruding of nonferrous metals • New York

INDENTURE dated as of May 12, 2016, among KAISER ALUMINUM CORPORATION, a Delaware corporation, (the “Company”), and certain of the Company’s direct and indirect Domestic Subsidiaries (as defined below), each named in Schedule I hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Trustee.

AGREEMENT
Agreement • March 30th, 2001 • Kaiser Aluminum Corp • Primary production of aluminum
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