ARTICLE I AGREEMENT TO PURCHASE AND SELL; AFC AGREEMENT TO LENDPurchase and Sale Agreement • August 14th, 1997 • Amphenol Corp /De/ • Electronic connectors • New York
2,750,000 SHARES AMPHENOL CORPORATION CLASS A COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • December 6th, 1999 • Amphenol Corp /De/ • Electronic connectors • New York
BetweenAgreement and Plan of Merger • January 29th, 1997 • Amphenol Corp /De/ • Electronic connectors • Delaware
ARTICLE I DEFINITIONSNon-Qualified Stock Option Agreement • September 18th, 1997 • Amphenol Corp /De/ • Electronic connectors • Delaware
as Issuer andAmphenol Corp /De/ • August 14th, 1997 • Electronic connectors • New York
RECITALS:Receivables Purchase Agreement • November 14th, 2001 • Amphenol Corp /De/ • Electronic connectors • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 17th, 2017 • Amphenol Corp /De/ • Electronic connectors • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of February ___, 2017 between Amphenol Corporation, a Delaware corporation (the “Company”), and the officer or director of the Company who is a signatory to this Agreement (“Indemnitee”).
Exhibit 1 AMPHENOL CORPORATION ___% SENIOR SUBORDINATED NOTES DUE 2007 FORM OF UNDERWRITING AGREEMENTAmphenol Corp /De/ • April 29th, 1997 • Electronic connectors • New York
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 14th, 1997 • Amphenol Corp /De/ • Electronic connectors • New York
DRAFT EXCHANGE AGENT AGREEMENTExchange Agent Agreement • April 15th, 1997 • Amphenol Corp /De/ • Electronic connectors • New York
AMPHENOL CORPORATION $350,000,000 4.750% Senior Notes due 2026 UNDERWRITING AGREEMENT March 27, 2023 Underwriting AgreementUnderwriting Agreement • March 28th, 2023 • Amphenol Corp /De/ • Electronic connectors • New York
The Notes will be issued pursuant to an indenture, dated as of March 16, 2023 (the “Base Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). Certain terms of the Notes will be established pursuant to an Officers’ Certificate delivered pursuant to the Base Indenture (together with the Base Indenture, the “Indenture”). The Notes will be issued in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”), pursuant to a Letter of Representations, to be dated on or before the Closing Date (as defined in Section 2(b) below) (the “DTC Agreement”), among the Company, the Trustee and the Depositary.
RECITALSConformed Copy • January 29th, 1997 • Amphenol Corp /De/ • Electronic connectors • Delaware
EXHIBIT 1.1 6,000,000 SHARES AMPHENOL CORPORATION CLASS A COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • May 4th, 2000 • Amphenol Corp /De/ • Electronic connectors • New York
Commercial Paper Dealer AgreementCommercial Paper Dealer Agreement • September 5th, 2014 • Amphenol Corp /De/ • Electronic connectors • New York
This agreement (the “Agreement”) sets forth the understandings between the Issuer and the Dealer, each named above, in connection with the issuance and sale by the Issuer of its short-term promissory notes (the “Notes”) through the Dealer.
RECITALSCredit Agreement • May 15th, 1998 • Amphenol Corp /De/ • Electronic connectors • New York
AMPHENOL CORPORATIONAmphenol Corp /De/ • November 4th, 2009 • Electronic connectors • New York
The Notes will be issued pursuant to an indenture, to be dated as of November 5, 2009 (the “Base Indenture”), between the Company and The Bank of New York Mellon, as trustee (the “Trustee”). Certain terms of the Notes will be established pursuant to an Officers’ Certificate delivered pursuant to the Base Indenture (together with the Base Indenture, the “Indenture”). The Notes will be issued in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”), pursuant to a Letter of Representations, to be dated on or before the Closing Date (as defined in Section 2(b) below) (the “DTC Agreement”), among the Company, the Trustee and the Depositary.
CREDIT AGREEMENT Dated as of August 13, 2010 among AMPHENOL CORPORATION, as a Borrower and a Guarantor and CERTAIN OF ITS SUBSIDIARIES, as Designated Borrowers, and CERTAIN OF ITS SUBSIDIARIES, as Guarantors BANK OF AMERICA, N.A, as Administrative...Credit Agreement • August 18th, 2010 • Amphenol Corp /De/ • Electronic connectors • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of August 13, 2010, among AMPHENOL CORPORATION, a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), certain Subsidiaries of the Company from time to time party hereto (each a “Subsidiary Guarantor” and together with the Company, the “Guarantors”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
Exhibit 4.6 SALE PARTICIPATION AGREEMENTSale Participation Agreement • September 18th, 1997 • Amphenol Corp /De/ • Electronic connectors
EXHIBIT 10.33 FORM OF 2000 MANAGEMENT STOCKHOLDER'S AGREEMENT WHEREAS, this Management Stockholder's Agreement (this "Agreement") is entered into as of June 6, 2000 (the "BASE DATE") between Amphenol Corporation, a Delaware Corporation (the...S Agreement • March 28th, 2002 • Amphenol Corp /De/ • Electronic connectors • Delaware
EXHIBIT 10.34 2000 NON-QUALIFIED STOCK OPTION AGREEMENT THIS AGREEMENT, dated as of June 6, 2000, is made by and between AMPHENOL CORPORATION a Delaware corporation (hereinafter referred to as the "Company"), and Martin H. Loeffler, an employee of the...Non-Qualified Stock Option Agreement • March 28th, 2002 • Amphenol Corp /De/ • Electronic connectors • Delaware
EXHIBIT 10.14 MANAGEMENT STOCKHOLDER'S AGREEMENT This Management Stockholder's Agreement (this "Agreement") is entered into as of May 19, 1997 between Amphenol Corporation, a Delaware Corporation (the "Company"), and Edward Jepsen (the "Management...Management Stockholder's Agreement • August 14th, 1997 • Amphenol Corp /De/ • Electronic connectors • New York
CREDIT AGREEMENT DATED AS OF MAY 6, 2003Credit Agreement • June 13th, 2003 • Amphenol Corp /De/ • Electronic connectors • New York
INDENTURE, dated as of May 4, 2020, among Amphenol Technologies Holding GmbH, AMPHENOL CORPORATION and THE BANK OF NEW YORK MELLON, as TrusteeIndenture, • May 5th, 2020 • Amphenol Corp /De/ • Electronic connectors • New York
Indenture, dated as of May 4, 2020, among Amphenol Technologies Holding GmbH, a limited liability company (Gesellschaft mit beschränkter Haftung) registered in Stuttgart, Germany under company number HRB 104157 and having its registered office at August-Häußer-Strasse 10, 74080 Heilbronn, Germany (the “Company”), Amphenol Corporation, a corporation duly incorporated and existing under the laws of Delaware and having its principal executive office at 358 Hall Avenue, Wallingford, Connecticut 06492, United States of America (the “Guarantor”) and The Bank of New York Mellon, as trustee (the “Trustee”).
EXHIBIT 10.36 2000 NON-QUALIFIED STOCK OPTION AGREEMENT THIS AGREEMENT, dated as of June 6, 2000, is made by and between AMPHENOL CORPORATION a Delaware corporation (hereinafter referred to as the "Company"), and Timothy F. Cohane, an employee of the...Non-Qualified Stock Option Agreement • March 28th, 2002 • Amphenol Corp /De/ • Electronic connectors • Delaware
8,000,000 SHARES AMPHENOL CORPORATION CLASS A COMMON STOCK FORM OF UNDERWRITING AGREEMENTAmphenol Corp /De/ • February 24th, 2004 • Electronic connectors • New York
ContractNon-Qualified Stock Option Grant Agreement • August 3rd, 2007 • Amphenol Corp /De/ • Electronic connectors • Delaware
THIS AGREEMENT, dated as of the Grant Date, is made by and between AMPHENOL CORPORATION a Delaware corporation (hereinafter referred to as the “Company”), and the holder of the Certificate of Stock Option Grant, an employee of the Company or a Subsidiary (as defined below) (hereinafter referred to as “Optionee”).
ContractS Agreement • August 6th, 2009 • Amphenol Corp /De/ • Electronic connectors • Delaware
WHEREAS, this Management Stockholder’s Agreement (this “Agreement”) is entered into as of the Grant Date (the “Base Date”) between Amphenol Corporation, a Delaware Corporation (the “Company”), and the Optionee (the “Management Stockholder”) (the Company and the Management Stockholder being hereinafter collectively referred to as the “Parties”).
AMENDED AND RESTATED UNCOMMITTED LINE OF CREDIT AGREEMENTCredit Agreement • June 4th, 2014 • Amphenol Corp /De/ • Electronic connectors • New York
Amended and Restated Uncommitted Line of Credit Agreement (as may be further amended, amended and restated or otherwise modified from time to time, this “Agreement”), dated as of May 30, 2014, is among Amphenol Corporation, a Delaware corporation (the “Borrower”), certain Subsidiaries of the Borrower party hereto (each a “Subsidiary Guarantor”), and Santander Bank, N.A. (f/k/a Sovereign Bank, N.A.) (the “Lender”). Capitalized terms used but not defined herein are used with the meanings assigned to them in Exhibit B attached hereto.
TERM LOAN CREDIT AGREEMENTTerm Loan Credit Agreement • April 21st, 2022 • Amphenol Corp /De/ • Electronic connectors • New York
TERM LOAN CREDIT AGREEMENT, dated as of April 19, 2022 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) among AMPHENOL CORPORATION, a Delaware corporation (the “Company” or the “Borrower”), certain Subsidiaries of the Company from time to time party hereto (each a “Subsidiary Guarantor” (as further defined below)), each lender from time to time party hereto (collectively, the “Lenders” and each individually, a “Lender”) and BNP PARIBAS, as Administrative Agent.
EXHIBIT 10.35 2000 NON-QUALIFIED STOCK OPTION AGREEMENT THIS AGREEMENT, dated as of June 6, 2000, is made by and between AMPHENOL CORPORATION a Delaware corporation (hereinafter referred to as the "Company"), and Edward G. Jepsen, an employee of the...Non-Qualified Stock Option Agreement • March 28th, 2002 • Amphenol Corp /De/ • Electronic connectors • Delaware
AMENDMENT AGREEMENT Dated as of January 19, 2012 by and among AMPHENOL FUNDING CORP., as Seller, AMPHENOL CORPORATION, as Servicer, ATLANTIC ASSET SECURITIZATION LLC, as Conduit Purchaser, and CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK as...Amendment Agreement • February 24th, 2012 • Amphenol Corp /De/ • Electronic connectors
This AMENDMENT AGREEMENT (this “Agreement”), dated as of January 19, 2012 (the “Amendment Effective Date”), is by and among Amphenol Funding Corp., a Delaware corporation, as Seller (“AFC”), Amphenol Corporation, a Delaware corporation, as Servicer (“Amphenol”), Atlantic Asset Securitization LLC, a Delaware limited liability company, as Conduit Purchaser (“Atlantic”), and Crédit Agricole Corporate and Investment Bank, f/k/a Calyon New York Branch, a French banking corporation, duly licensed under the laws of the State of New York, as Administrative Agent for the Purchasers and as the sole Related Committed Purchaser as of the date hereof (“Crédit Agricole”).
AMENDMENT AGREEMENT Dated as of September 9, 2011 by and among AMPHENOL FUNDING CORP., as Seller, AMPHENOL CORPORATION, as Servicer, ATLANTIC ASSET SECURITIZATION LLC, as Conduit Purchaser, and CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK as...Amendment Agreement • November 4th, 2011 • Amphenol Corp /De/ • Electronic connectors
This AMENDMENT AGREEMENT (this “Agreement”), dated as of September 9, 2011 (the “Amendment Effective Date”), is by and among Amphenol Funding Corp., a Delaware corporation, as Seller (“AFC”), Amphenol Corporation, a Delaware corporation, as Servicer (“Amphenol”), Atlantic Asset Securitization LLC, a Delaware limited liability company, as Conduit Purchaser (“Atlantic”), and Crédit Agricole Corporate and Investment Bank, f/k/a Calyon New York Branch, a French banking corporation, duly licensed under the laws of the State of New York, as Administrative Agent for the Purchasers and as the sole Related Committed Purchaser as of the date hereof (“Crédit Agricole”).
ContractAmphenol Corp /De/ • October 9th, 2018 • Electronic connectors • New York
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THIS SECURITY NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, SUCH REGISTRATION. THE HOLDER OF THIS SECURITY, BY ITS ACCEPTANCE HEREOF, AGREES ON ITS OWN BEHALF AND ON BEHALF OF ANY INVESTOR ACCOUNT FOR WHICH IT HAS PURCHASED SECURITIES, TO OFFER, SELL OR OTHERWISE TRANSFER SUCH SECURITY, PRIOR TO THE DATE (THE “RESALE RESTRICTION TERMINATION DATE”) THAT IS 40 DAYS AFTER THE LATER OF THE ORIGINAL ISSUE DATE HEREOF AND THE DATE ON WHICH THIS SECURITY (OR ANY PREDECESSOR OF SUCH SECURITY) WAS FIRST OFFERED TO PERSONS OTHER THAN DISTRIBUTORS (AS DEFINED IN RULE 902 OF REGULATION S) IN RELIANCE ON REGULATION S, ONLY (A) TO AMPHENOL CORPORA
CONTINUING AGREEMENT FOR STANDBY LETTERS OF CREDITContinuing Agreement • May 6th, 2009 • Amphenol Corp /De/ • Electronic connectors • New York
To induce you, in your sole and absolute discretion from time to time, to issue one or more irrevocable letters of credit (each, a “Credit”) at the request of the party signing below (“Applicant”) for the account of such Applicant and, in certain cases, also for the account of one or more of its affiliates or subsidiaries (each of whom shall either execute and deliver this Agreement as a joint and several applicant or execute and deliver to you such other documents (such as a guaranty) as you may require), in substantially such form as Applicant shall request, Applicant unconditionally and irrevocably agrees with you (“Issuer”) as to each Credit as follows:
SIXTH AMENDMENT TO AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • August 9th, 2004 • Amphenol Corp /De/ • Electronic connectors • New York
THIS SIXTH AMENDMENT TO AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT, dated as of June 18, 2004 (this “Amendment”), is entered into among AMPHENOL FUNDING CORP., a Delaware corporation (the “Seller”), AMPHENOL CORPORATION, a Delaware corporation (“Amphenol”), FAIRWAY FINANCE COMPANY, LLC (as successor to Pooled Accounts Receivable Capital Corporation), a Delaware limited liability company (the “Purchaser”), and HARRIS NESBITT CORP. (formerly, Nesbitt Burns Securities, Inc.), a Delaware corporation, as the agent for the Purchaser (in such capacity, the “Agent”).
