Riverwood Holding Inc Sample Contracts

WITNESSETH:
Credit Agreement • October 10th, 2000 • Riverwood Holding Inc • Paperboard mills • New York
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AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • August 14th, 2001 • Riverwood Holding Inc • Paperboard mills • New York
AGREEMENT
Agreement • March 17th, 2000 • Riverwood Holding Inc • Paperboard mills • Delaware
INDENTURE
Supplemental Indenture • August 14th, 2001 • Riverwood Holding Inc • Paperboard mills • New York
GRAPHIC PACKAGING INTERNATIONAL, INC. and GRAPHIC PACKAGING CORPORATION, and GPI HOLDING, INC. and the other Note Guarantors from time to time parties hereto, as Note Guarantors and WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION as Trustee
Indenture • August 13th, 2003 • Graphic Packaging Corp • Paperboard mills • New York

INDENTURE, dated as of August 8, 2003 (as amended, supplemented or otherwise modified from time to time, this “Indenture”), among Graphic Packaging International, Inc., a corporation organized under the laws of the state of Delaware, as issuer, Graphic Packaging Corporation, a corporation organized under the laws of Delaware, and GPI Holding, Inc., a corporation organized under the laws of Colorado, as Note Guarantors; and Wells Fargo Bank Minnesota, National Association, a national banking association, as Trustee.

Graphic Packaging International, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors listed on the signature pages hereof Exchange and Registration Rights Agreement
Graphic Packaging Corp • August 13th, 2003 • Paperboard mills • New York

Banc of America Securities LLC, As representatives of the several Purchasers named in Schedule I to the Purchase Agreement

WITNESSETH:
Asset Purchase Agreement • October 21st, 1996 • Riverwood Holding Inc • Paperboard mills • New York
RIGHTS AGREEMENT Dated as of August 7, 2003
Rights Agreement • August 13th, 2003 • Graphic Packaging Corp • Paperboard mills • Delaware

This Rights Agreement, dated as of August 7, 2003 (the “Agreement”), between Riverwood Holding, Inc., to be renamed Graphic Packaging Corporation, a Delaware corporation (the “Corporation”), and Wells Fargo Bank Minnesota, National Association, a national banking association (the “Rights Agent”),

EMPLOYMENT AGREEMENT
Employment Agreement • September 25th, 2006 • Graphic Packaging Corp • Paperboard mills • Delaware

This EMPLOYMENT AGREEMENT is entered into as of this 20th day of July, 2006 by and among Graphic Packaging International, Inc., a Delaware corporation (“Employer”), Graphic Packaging Corporation, a Delaware corporation (“GPC”) and Michael P. Doss (“Executive”).

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EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2006 • Graphic Packaging Corp • Paperboard mills • Delaware

This EMPLOYMENT AGREEMENT is entered into as of August 8, 2003 by and among Riverwood International Corporation, a Delaware corporation (“Employer”), Riverwood Holding, Inc., a Delaware corporation (“Holding”) and Robert M. Simko (“Executive”).

GUARANTEE AND COLLATERAL AGREEMENT made by GRAPHIC PACKAGING CORPORATION RIVERWOOD ACQUISITION SUB LLC GPI HOLDING, INC. GRAPHIC PACKAGING INTERNATIONAL, INC. and certain of its Subsidiaries in favor of JPMORGAN CHASE BANK as Administrative Agent...
Guarantee and Collateral Agreement • August 13th, 2003 • Graphic Packaging Corp • Paperboard mills • New York

GUARANTEE AND COLLATERAL AGREEMENT, dated as of August 8, 2003, made by GRAPHIC PACKAGING CORPORATION, a Delaware corporation (“Holding”), RIVERWOOD ACQUISITION SUB LLC, a Delaware limited liability company and a wholly owned subsidiary of Holding (“Merger Sub”), GPI HOLDING, INC., a Colorado corporation (“GPI Holding”), GRAPHIC PACKAGING INTERNATIONAL, INC., a Delaware Corporation and a wholly owned subsidiary of GPI Holding (the “Borrower”), and certain other Subsidiaries of the Borrower that are signatories hereto, in favor of JPMORGAN CHASE BANK, as administrative agent (in such capacity, the “Administrative Agent”) for the banks and other financial institutions (collectively, the “Lenders”; individually, a “Lender”) from time to time parties to the Credit Agreement, dated as of August 8, 2003 (as amended, waived, supplemented or otherwise modified from time to time, together with any agreement extending the maturity of, or restructuring, refunding, refinancing or increasing all or

THIRD AMENDED AND RESTATED GRAPHIC PACKAGING INTERNATIONAL CORPORATION EXECUTIVE EMPLOYMENT AGREEMENT
Employment Agreement • June 13th, 2003 • Riverwood Holding Inc • Paperboard mills • Colorado

THIRD AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (the "Agreement") between Graphic Packaging International Corporation, a Colorado corporation (the "Company"), each of the Affiliated Companies (as defined in Section 2(b)(iv)) and the Executive listed on the signature page who has signed the Agreement and agreed to be bound by its terms (the "Executive"), dated as of March 25, 2003.

MANAGEMENT STOCK OPTION AGREEMENT
Management Stock Option Agreement • November 14th, 2003 • Graphic Packaging Corp • Paperboard mills • Delaware

This MANAGEMENT STOCK OPTION AGREEMENT, dated as of [ ] (the “Management Stock Option Agreement”), is between Graphic Packaging Corporation, a Delaware corporation (the “Company”), and the Grantee whose name appears on the signature page hereof (the “Grantee”) under the terms of the 2003 Riverwood Holding, Inc. Long-Term Incentive Plan (the “Plan”). Capitalized terms used in this Management Stock Option Agreement and not otherwise defined herein have the meaning given in the Plan. If any provision of this Management Stock Option Agreement is inconsistent with any provision of the Plan (as either may be interpreted from time to time by the Board), the Plan shall control.

MANAGEMENT STOCK OPTION AGREEMENT
Management Stock Option Agreement • April 15th, 2003 • Riverwood Holding Inc • Paperboard mills • Delaware

MANAGEMENT STOCK OPTION AGREEMENT, dated as of September 30, 2002, between Riverwood Holding, Inc., a Delaware corporation (the “Company”), and the Grantee whose name appears on the signature page hereof (the “Grantee”).

EMPLOYMENT AGREEMENT
Employment Agreement • July 24th, 2006 • Graphic Packaging Corp • Paperboard mills • Delaware

This EMPLOYMENT AGREEMENT is entered into as of this 20th day of July, 2006, by and among Graphic Packaging International, Inc., a Delaware corporation (“Employer”), Graphic Packaging Corporation, a Delaware corporation (“GPC”) and Jeffrey H. Coors (“Executive”).

RESTRICTED UNIT AGREEMENT
Restricted Unit Agreement • November 14th, 2003 • Graphic Packaging Corp • Paperboard mills • Delaware

This RESTRICTED UNIT AGREEMENT, dated as of August 8, 2003 (the “Restricted Unit Agreement”), is between Graphic Packaging Corporation, a Delaware corporation (formerly Riverwood Holding, Inc.) (the “Company”), and the Grantee whose name appears on the signature page hereof (the “Grantee”) under the terms of the 2003 Riverwood Holding, Inc. Long-Term Incentive Plan (the “Plan”) and the Second Amended and Restated Employment Agreement dated as of March 24, 2003 among Riverwood International Corporation (renamed Graphic Packaging International, Inc.), Riverwood Holding, Inc. (renamed Graphic Packaging Corporation) and Grantee (the “Employment Agreement”). Capitalized terms used in this Restricted Unit Agreement and not otherwise defined herein have the meaning given in the Employment Agreement or in the Plan. If any provision of this Restricted Unit Agreement is inconsistent with any provision of the Plan (as either may be interpreted from time to time by the Board), the Plan shall contr

VOTING AGREEMENT BY AND AMONG BLUEGRASS CONTAINER HOLDINGS, LLC, THE SEVERAL STOCKHOLDERS OF GRAPHIC PACKAGING CORPORATION PARTY HERETO AND (SOLELY FOR PURPOSES OF SECTION 5.2 HEREOF) GRAPHIC PACKAGING CORPORATION DATED AS OF JULY 9, 2007
Voting Agreement • July 11th, 2007 • Graphic Packaging Corp • Paperboard mills • Delaware

VOTING AGREEMENT, dated as of July 9, 2007 (this “Agreement”), by and among BLUEGRASS CONTAINER HOLDINGS, LLC, a Delaware limited liability company (“BCH”), the persons listed on the signature pages hereto as a Family Stockholder (each, together with its Permitted Transferees to which it Transfers any Common Stock hereunder, a “Family Stockholder” and, collectively, the “Family Stockholders”), Clayton, Dubilier & Rice Fund V Limited Partnership (together with its Permitted Transferees to which it Transfers any Common Stock hereunder, the “CDR Fund”), EXOR Group S.A. (together with its Permitted Transferees to which it Transfers any Common Stock hereunder, “Exor”) (each a “Stockholder” and, collectively, the “Stockholders”), and, solely for the purposes of Section 5.2 hereof, GRAPHIC PACKAGING CORPORATION, a Delaware corporation (“Giant”).

VOTING AGREEMENT DATED AS OF MARCH 25, 2003 BETWEEN RIVERWOOD HOLDING, INC. AND THE FAMILY STOCKHOLDERS
Voting Agreement • March 27th, 2003 • Riverwood Holding Inc • Paperboard mills • Delaware

VOTING AGREEMENT, dated as of March 25, 2003, between RIVERWOOD HOLDING, INC., a Delaware corporation (“Riverwood”), and the persons listed on signature pages hereof (each, a “Family Stockholder” and, collectively, the “Family Stockholders”).

AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT
Stockholders Agreement • June 13th, 2003 • Riverwood Holding Inc • Paperboard mills

AMENDMENT NO. 1, dated as of April 29, 2003 (this "Amendment"), by and among Riverwood Holding, Inc., a Delaware corporation (the "Company"), the persons listed on Schedule I hereto (each, a "Family Stockholder" and, collectively, the "Family Stockholders"), Clayton, Dubilier & Rice Fund V Limited Partnership (the "CDR Fund") and EXOR Group S.A. ("Exor"), to the Stockholders Agreement, dated as of March 25, 2003 (the "Original Agreement"), by and among the Company, the Family Stockholders, the CDR Fund and Exor. Capitalized terms used but not defined herein shall have the meanings given to such terms in the Original Agreement, and all references to Articles and Sections herein are references to Articles and Sections of the Original Agreement.

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