Pioneer Companies Inc Sample Contracts

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RECITALS
Loan and Security Agreement • March 30th, 2004 • Pioneer Companies Inc • Chemicals & allied products • Texas
WITNESSETH:
Employment Agreement • March 31st, 2003 • Pioneer Companies Inc • Chemicals & allied products • Texas
EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 16th, 2002 • Pioneer Companies Inc • Chemicals & allied products • New York
EXHIBIT 4.5 FORM OF SUBORDINATED INDENTURE
Pioneer Companies Inc • September 9th, 2004 • Chemicals & allied products • New York
EXHIBIT 4.6 LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • April 16th, 2002 • Pioneer Companies Inc • Chemicals & allied products • Texas
Introduction
Indemnity Agreement • March 28th, 2005 • Pioneer Companies Inc • Chemicals & allied products • Delaware
AGREEMENT AND PLAN OF MERGER Dated as of May 20, 2007, Among OLIN CORPORATION, PRINCETON MERGER CORP. And PIONEER COMPANIES, INC.
Agreement and Plan of Merger • May 22nd, 2007 • Pioneer Companies Inc • Chemicals & allied products • Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of May 20, 2007, among OLIN CORPORATION, a Virginia corporation (“Parent”), PRINCETON MERGER CORP., a Delaware corporation and a wholly owned Subsidiary of Parent (“Sub”), and PIONEER COMPANIES, INC., a Delaware corporation (the “Company”).

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Term Loan Agreement • April 16th, 2002 • Pioneer Companies Inc • Chemicals & allied products • Quebec
REGISTRATION RIGHTS AGREEMENT BETWEEN PIONEER COMPANIES, INC., AS ISSUER, AND CIBC WORLD MARKETS CORP., AND CRT CAPITAL GROUP LLC AS INITIAL PURCHASERS, DATED AS OF MARCH 26, 2007
Registration Rights Agreement • March 28th, 2007 • Pioneer Companies Inc • Chemicals & allied products • New York

REGISTRATION RIGHTS AGREEMENT dated as of March 26, 2007 (this “Agreement”), between Pioneer Companies, a Delaware corporation (the “Company”), CIBC World Markets Corp. (“CIBC”) and CRT Capital Group LLC (together with CIBC, the “Initial Purchasers”). In order to induce CIBC, as representative of the Initial Purchasers, to enter into the Purchase Agreement, dated March 20, 2007 (the “Purchase Agreement”), between the Company and CIBC, as representative of the Initial Purchasers, the Company has agreed to provide the registration rights set forth in this Agreement.

INDEMNITY AGREEMENT
Indemnity Agreement • March 16th, 2006 • Pioneer Companies Inc • Chemicals & allied products • Delaware

This Indemnity Agreement (“Agreement”) is made and entered into by and between Pioneer Companies, Inc., a Delaware corporation (“Company”), and Richard L. Urbanowski (“Indemnitee”).

PIONEER COMPANIES, INC. 1,000,000 shares of Common Stock Underwriting Agreement
Pioneer Companies Inc • December 1st, 2004 • Chemicals & allied products • New York

Pioneer Companies, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to CRT Capital Group LLC (the “Underwriter”), an aggregate of 1,000,000 shares (the “Underwritten Shares”) and, at the election of the Underwriter, up to 100,000 additional shares (the “Option Shares”) of common stock, par value $0.01 per share (the “Common Stock”), of the Company pursuant to this agreement dated as of December 1, 2004 (this “Agreement”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”.

INCENTIVE STOCK OPTION AGREEMENT UNDER THE PIONEER COMPANIES, INC. 1995 STOCK INCENTIVE PLAN
Incentive Stock Option Agreement • April 17th, 1998 • Pioneer Companies Inc • Chemicals & allied products • Texas
INCENTIVE STOCK OPTION AGREEMENT UNDER THE PIONEER COMPANIES, INC. 1995 STOCK INCENTIVE PLAN
Incentive Stock Option Agreement • March 31st, 1997 • Pioneer Companies Inc • Chemicals & allied products • Texas
ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 9th, 2007 • Pioneer Companies Inc • Chemicals & allied products • Texas

THIS ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (hereinafter referred to as the “Amendment”) is made and entered into as of the 7th day of June, 2007, between and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), WELLS FARGO FOOTHILL, INC., a California corporation (f/k/a Foothill Capital Corporation), as the arranger and administrative agent for the Lenders (“Agent”), and, on the other hand, PCI CHEMICALS CANADA COMPANY, a Nova Scotia unlimited liability company, and PIONEER AMERICAS LLC, a Delaware limited liability company (hereinafter each individually is referred to as a “Borrower” and collectively as the “Borrowers”).

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SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • December 26th, 2006 • Pioneer Companies Inc • Chemicals & allied products • Texas

THIS SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (hereinafter referred to as the “Amendment”) is made and entered into as of the 19th day of December, 2006, between and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), WELLS FARGO FOOTHILL, INC., a California corporation (f/k/a Foothill Capital Corporation), as the arranger and administrative agent for the Lenders (“Agent”), and, on the other hand, PCI CHEMICALS CANADA COMPANY, a Nova Scotia unlimited liability company, and PIONEER AMERICAS LLC, a Delaware limited liability company (hereinafter each individually is referred to as a “Borrower” and collectively as the “Borrowers”).

ASSET PURCHASE AND SALE AGREEMENT
Asset Purchase and Sale Agreement • January 5th, 2006 • Pioneer Companies Inc • Chemicals & allied products • New York

This ASSET PURCHASE AND SALE AGREEMENT (hereinafter referred to as “this Agreement”) made and entered into this 22nd day of December, 2005, by and between PIONEER AMERICAS LLC, a Delaware limited liability company (hereinafter the “Seller”) and MARIANA PROPERTIES, INC., a Delaware corporation (hereinafter called “Purchaser”).

SECOND ASSIGNMENT AND SECOND AMENDMENT TO AGREEMENT OF PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS
Second Assignment And • April 7th, 2006 • Pioneer Companies Inc • Chemicals & allied products

This Second Assignment and Second Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions (this “Agreement”) is entered into by CENTURY STEEL, INC., a Nevada corporation (“Assignor”), CENTURY PROPERTIES HENDERSON 18 LLC, a Nevada limited liability company (“Assignee”), and PIONEER AMERICAS LLC, a Delaware limited liability company, as successor to Pioneer Chlor Alkali Company Inc. (“Seller”), effective March 31, 2006 (“Effective Date”).

COMMON SECURITY AND INTERCREDITOR AGREEMENT
Common Security and Intercreditor Agreement • April 16th, 2002 • Pioneer Companies Inc • Chemicals & allied products • New York
PCI CHEMICALS CANADA COMPANY, as Issuer, PIONEER COMPANIES, INC., PIONEER AMERICAS LLC, IMPERIAL WEST CHEMICAL CO., KNA CALIFORNIA, INC. (f/k/s KEMWATER NORTH AMERICA COMPANY), PIONEER (EAST), INC., PIONEER WATER TECHNOLOGIES, INC., PIONEER LICENSING,...
Supplemental Indenture • March 16th, 2006 • Pioneer Companies Inc • Chemicals & allied products

FIRST SUPPLEMENTAL INDENTURE (the “Supplemental Indenture”), dated as of June 30, 2005, among PCI Chemicals Canada Company, an unlimited liability company organized and existing under the laws of the province of Nova Scotia, Canada (the “Company”), each Guarantor (as defined in the Indenture) from time to time a party hereto (the Company and the Guarantors party to this Indenture, and their respective assigns and affiliates, shall be referred to herein as the “Pioneer Companies”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”).

EMPLOYMENT AGREEMENT
Employment Agreement • May 5th, 2006 • Pioneer Companies Inc • Chemicals & allied products • Delaware

EMPLOYMENT AGREEMENT, dated as of May 2, 2006 (this “Agreement”) by and among PIONEER COMPANIES, INC., a Delaware corporation (the “Company”), and MICHAEL Y. McGOVERN (the “Executive”).

THIRD AMENDMENT TO AGREEMENT OF PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS
Agreement of Purchase and Sale and Joint Escrow Instructions • July 11th, 2006 • Pioneer Companies Inc • Chemicals & allied products

This Third Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions (this “Third Amendment”) is entered into by CENTURY PROPERTIES HENDERSON 18 LLC, a Nevada limited liability company (“Buyer”), and PIONEER AMERICAS LLC, a Delaware limited liability company, as successor to Pioneer Chlor Alkali Company Inc. (“Seller”), effective June 30, 2006.

AGREEMENT OF PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS
Agreement of Purchase and Sale and Joint Escrow Instructions • August 12th, 2005 • Pioneer Companies Inc • Chemicals & allied products • Nevada

THIS AGREEMENT OF PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS (“Agreement”) is made and effective as of June 3, 2005 by and between Pioneer Americas LLC, a Delaware limited liability company as successor to Pioneer Chlor Alkali Company Inc. (“Seller”), and Marnell Properties, LLC a Nevada limited liability company and/or assignee (“Buyer”), with respect to the following:

NINTH AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 9th, 2007 • Pioneer Companies Inc • Chemicals & allied products • Texas

THIS NINTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (hereinafter referred to as the “Amendment”) is made and entered into as of the 19th day of March, 2007, between and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), WELLS FARGO FOOTHILL, INC., a California corporation (f/k/a Foothill Capital Corporation), as the arranger and administrative agent for the Lenders (“Agent”), and, on the other hand, PCI CHEMICALS CANADA COMPANY, a Nova Scotia unlimited liability company, and PIONEER AMERICAS LLC, a Delaware limited liability company (hereinafter each individually is referred to as a “Borrower” and collectively as the “Borrowers”).

FOURTH AMENDMENT TO AGREEMENT OF PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS
Agreement of Purchase and Sale and Joint Escrow Instructions • July 11th, 2006 • Pioneer Companies Inc • Chemicals & allied products

This Fourth Amendment to Agreement of Purchase and Sale and Joint Escrow Instructions (this “Fourth Amendment”) is entered into by CENTURY PROPERTIES HENDERSON 18 LLC, a Nevada limited liability company (“Buyer”), and PIONEER AMERICAS LLC, a Delaware limited liability company, as successor to Pioneer Chlor Alkali Company Inc. (“Seller”), effective July 7, 2006.

EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 16th, 2007 • Pioneer Companies Inc • Chemicals & allied products • Texas

THIS EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (hereinafter referred to as the “Amendment”) is made and entered into as of the 13th day of March, 2007, between and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), WELLS FARGO FOOTHILL, INC., a California corporation (f/k/a Foothill Capital Corporation), as the arranger and administrative agent for the Lenders (“Agent”), and, on the other hand, PCI CHEMICALS CANADA COMPANY, a Nova Scotia unlimited liability company, and PIONEER AMERICAS LLC, a Delaware limited liability company (hereinafter each individually is referred to as a “Borrower” and collectively as the “Borrowers”).

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