AGREEMENT AND PLAN OF MERGER by and among AUTOMATIC RAIN COMPANY, HORIZON DISTRIBUTORS, INC., and theAgreement and Plan of Merger • October 4th, 2005 • SCP Pool Corp • Wholesale-misc durable goods • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of August 26, 2005, by and among Automatic Rain Company, a California corporation (the “Company”), Horizon Distributors, Inc., a Delaware corporation (“Buyer”), and the shareholders of the Company that are signatories hereto (the “Shareholder Parties”). Buyer, the Company and the Shareholder Parties are sometimes collectively referred to as the “Parties.”
UNDERWRITING AGREEMENTUnderwriting Agreement • December 9th, 1997 • SCP Pool Corp • Wholesale-misc durable goods • Tennessee
by and amongAsset Purchase Agreement • March 31st, 1999 • SCP Pool Corp • Wholesale-misc durable goods • Illinois
Page ---- ARTICLE I PURCHASE AND SALE OF THE ASSETS............................................ 1 1.1 Asset Purchase..................................................... 1 1.2 Purchase Price..................................................... 4 1.3...Asset Purchase Agreement • October 9th, 1996 • SCP Pool Corp • Wholesale-misc durable goods • Georgia
amongCredit Agreement • March 25th, 1998 • SCP Pool Corp • Wholesale-misc durable goods • Illinois
EXHIBIT 10.3 ASSET PURCHASE AGREEMENT by and among ALLIANCE PACKAGING, INC., SCP POOL CORPORATION, SOUTH CENTRAL POOL SUPPLY, INC.Asset Purchase Agreement • November 14th, 1996 • SCP Pool Corp • Wholesale-misc durable goods • Georgia
ARTICLE I: DEFINITIONS.................................................... 1 1.1 Certain Defined Terms.............................................. 1 1.2 Subsidiary References.............................................. 29 1.3 Supplemental...Credit Agreement • November 14th, 1996 • SCP Pool Corp • Wholesale-misc durable goods
AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dates as of December 31, 1997Credit Agreement • March 27th, 2001 • SCP Pool Corp • Wholesale-misc durable goods • Illinois
EXHIBIT 10.4 CONFIDENTIAL TREATMENT REQUESTED (* * * DENOTES REDACTED TEXT) SUPPLY AGREEMENT ---------------- This Supply Agreement is made and entered into as of the Commencement Date described in Section 1.6 below by and among Bio-Lab, Inc., a...Supply Agreement • January 16th, 1997 • SCP Pool Corp • Wholesale-misc durable goods • Georgia
CONSENT AND AMENDMENT NO. 6 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 31, 1997Credit Agreement • March 27th, 2001 • SCP Pool Corp • Wholesale-misc durable goods • Illinois
AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 31, 1997Credit Agreement • March 27th, 2001 • SCP Pool Corp • Wholesale-misc durable goods • Illinois
CONSENT AGREEMENTConsent Agreement • March 27th, 2001 • SCP Pool Corp • Wholesale-misc durable goods
CONSENT AND AMENDMENT NO. 5 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 31, 1997Credit Agreement • March 27th, 2001 • SCP Pool Corp • Wholesale-misc durable goods • Illinois
RECEIVABLES PURCHASE AGREEMENT DATED AS OF MARCH 27, 2003 AMONG SUPERIOR COMMERCE LLC, AS SELLER, SCP DISTRIBUTORS LLC, AS SERVICER, JUPITER SECURITIZATION CORPORATION AND BANK ONE, NA (MAIN OFFICE CHICAGO), AS AGENTReceivables Purchase Agreement • April 30th, 2003 • SCP Pool Corp • Wholesale-misc durable goods • Illinois
THIS RECEIVABLES PURCHASE AGREEMENTDated as of March 27, 2003 is among Superior Commerce LLC, a Delaware limited liability company (“Seller”), SCP Distributors LLC, a Delaware limited liability company (“Distributors”), as initial Servicer (the Servicer together with Seller, the “Seller Parties” and each, a “Seller Party”), the entities listed on Schedule A to this Agreement (together with any of their respective successors and assigns hereunder, the “Financial Institutions”), Jupiter Securitization Corporation (“Conduit”) and Bank One, NA (Main Office Chicago), as agent for the Purchasers hereunder or any successor agent hereunder (together with its successors and assigns hereunder, the “Agent”). Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in Exhibit I.
SCP DISTRIBUTORS, LLC EMPLOYMENT AGREEMENTEmployment Agreement • March 1st, 2005 • SCP Pool Corp • Wholesale-misc durable goods • Louisiana
THIS EMPLOYMENT AGREEMENT is made and entered into this 17th day of January, 2003, by and between SCP Distributors, LLC, a Delaware corporation (“Employer”), and John M. Murphy (“Employee”).
CREDIT AGREEMENT DATED AS OF NOVEMBER 27, 2001 AMONG SCP POOL CORPORATION, THE LENDERS, BANK ONE, NA AS ADMINISTRATIVE AGENT, HIBERNIA NATIONAL BANK, AS DOCUMENTATION AGENT, FLEET CAPITAL CORPORATION, AS SYNDICATION AGENT, AND BANC ONE CAPITAL...Credit Agreement • December 11th, 2001 • SCP Pool Corp • Wholesale-misc durable goods • Texas
STOCK OPTION AGREEMENT FOR THE GRANT OF NON-QUALIFIED STOCK OPTIONS UNDER THE POOL CORPORATION 2007 LONG-TERM INCENTIVE PLANStock Option Agreement • May 11th, 2007 • Pool Corp • Wholesale-misc durable goods
The Option granted hereby is subject to the provisions of the Plan as in effect on the date hereof and as it may be amended. In the event any provision of this Agreement conflicts with such a provision of the Plan, the Plan provision shall control.
FOURTH AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO SUBSIDIARY GUARANTY AGREEMENTCredit Agreement • September 24th, 2013 • Pool Corp • Wholesale-misc durable goods • New York
CREDIT AGREEMENT, dated as of October 19, 2011, by and among POOL CORPORATION, a Delaware corporation (the “US Borrower”), SCP DISTRIBUTORS CANADA INC. (formerly known as SCP Distributors Inc.), a company organized under the laws of Ontario (the “Canadian Borrower”), SCP POOL B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid), incorporated under the laws of the Netherlands, having its seat (statutaire zetel) in Rotterdam, registered with the trade register of the Chambers of Commerce (Kamers van Koophandel) under file number 24293315 (the “Dutch Borrower” and, collectively with the US Borrower and the Canadian Borrower, the “Borrowers”), the lenders who are or may become a party to this Agreement (collectively, the “Lenders”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders.
THIS DOCUMENT CONSTITUTES PART OF A PROSPECTUS COVERING SECURITIES THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. RESTRICTED STOCK AGREEMENT (PURSUANT TO THE TERMS OF THE POOL CORPORATION AMENDED AND RESTATED 2007 LONG- TERM INCENTIVE PLAN)Restricted Stock Agreement • May 6th, 2009 • Pool Corp • Wholesale-misc durable goods • Delaware
This RESTRICTED STOCK AGREEMENT (this "Restricted Stock Agreement") is between Pool Corporation, a Delaware corporation ("Company"), and _____________("Recipient"), and is dated as of the date set forth immediately above the signatures below.
STOCK OPTION AGREEMENT FOR THE GRANT OF NON-QUALIFIED STOCK OPTIONS UNDER THE POOL CORPORATION AMENDED AND RESTATED 2007 LONG-TERM INCENTIVE PLANStock Option Agreement • February 26th, 2015 • Pool Corp • Wholesale-misc durable goods • Delaware
This Agreement shall be construed in accordance with the laws of the State of Delaware to the extent federal law does not supersede and preempt Delaware law.
THIS DOCUMENT CONSTITUTES PART OF A PROSPECTUS COVERING SECURITIES THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. DIRECTOR RESTRICTED STOCK AGREEMENT (PURSUANT TO THE TERMS OF THE POOL CORPORATION AMENDED AND RESTATED 2007 LONG-TERM...Restricted Stock Agreement • May 6th, 2009 • Pool Corp • Wholesale-misc durable goods • Delaware
This RESTRICTED STOCK AGREEMENT (this "Restricted Stock Agreement") is between Pool Corporation, a Delaware corporation ("Company"), and _____________("Recipient"), and is dated as of the date set forth immediately above the signatures below.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • July 5th, 2023 • Pool Corp • Wholesale-misc durable goods • New York
This CREDIT AGREEMENT is entered into as of December 30, 2019, among Pool Corporation, a Delaware corporation (the “Borrower”), the Guarantors (defined herein), and BANK OF AMERICA, N.A., as the Lender.
FIRST AMENDMENTFirst Amendment • March 4th, 2010 • Pool Corp • Wholesale-misc durable goods • North Carolina
THIS FIRST AMENDMENT (this “Amendment”), is made and entered into as of this 26th day of February, 2010, with an effective date as set forth in Section 3 hereof, by and among POOL CORPORATION (formerly known as SCP POOL CORPORATION), a Delaware corporation (the “US Borrower”), SCP DISTRIBUTORS INC., a company organized under the laws of Ontario (the “Canadian Borrower” and, together with the US Borrower, the “Borrowers”), the lenders party to the Credit Agreement referred to below (collectively, the “Lenders”) and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders.
AMENDMENT NO. 12 TO RECEIVABLES PURCHASE AGREEMENT DATED AS OF OCTOBER 11, 2013Receivables Purchase Agreement • November 4th, 2022 • Pool Corp • Wholesale-misc durable goods • New York
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • December 11th, 2001 • SCP Pool Corp • Wholesale-misc durable goods • Texas
THIS PLEDGE AND SECURITY AGREEMENT is entered into as of November 27, 2001 by and among SCP Pool Corporation, a Delaware corporation (the “Borrower”), SCP Distributors LLC, a Delaware limited liability company, SCP Property Co., a Delaware corporation, Alliance Packaging, Inc., a Delaware corporation, Superior Pool Products LLC, a Delaware limited liability company, SCP Acquisition Co. LLC, a Delaware limited liability company, and SCP International, Inc., a Delaware corporation (each a “Guarantor”, and collectively the “Guarantors”), and Bank One, NA, a national banking association having its principal office in Chicago, Illinois, in its capacity as Administrative Agent (the “Administrative Agent”) for the lenders party to the Credit Agreement referred to below.
POOLCORP DEFERRED COMPENSATION PLAN ADOPTION AGREEMENT EFFECTIVE MARCH 1, 2005Adoption Agreement • April 29th, 2005 • SCP Pool Corp • Wholesale-misc durable goods
THIRD AMENDMENTThird Amendment • March 1st, 2007 • Pool Corp • Wholesale-misc durable goods • North Carolina
THIS THIRD AMENDMENT (this “Amendment”), is made and entered into as of this 9th day of February, 2007, with an effective date as set forth in Section 3 hereof, by and among POOL CORPORATION (formerly known as SCP POOL CORPORATION), a Delaware corporation (the “US Borrower”), SCP DISTRIBUTORS INC., a company organized under the laws of Ontario (the “Canadian Borrower” and, together with the US Borrower, the “Borrowers”), the lenders who are or may become a party to this Agreement (collectively, the “Lenders”), WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders, WACHOVIA CAPITAL FINANCE CORPORATION (CANADA) (formerly known as Congress Financial Corporation (Canada)), as Canadian Dollar Lender, JPMORGAN CHASE BANK, as Syndication Agent, CAPITAL ONE, NATIONAL ASSOCIATION (successor-by-merger to HIBERNIA NATIONAL BANK), as Documentation Agent and WELLS FARGO BANK NATIONAL ASSOCIATION, as Documentation Agent.
AMENDMENT NO. 6 TO RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • October 31st, 2016 • Pool Corp • Wholesale-misc durable goods • New York
AMENDMENT NO. 8 TO RECEIVABLES PURCHASE AGREEMENT AND JOINDER AGREEMENTReceivables Purchase Agreement and Joinder Agreement • November 29th, 2017 • Pool Corp • Wholesale-misc durable goods • New York
THIS AMENDMENT NO. 8 TO RECEIVABLES PURCHASE AGREEMENT AND JOINDER AGREEMENT (this “Amendment”), dated as of November 28, 2017 (the “Effective Date”), is entered into by and among:
STATE OF LOUISIANA PARISH OF ST. TAMMANYLease Agreement • July 30th, 2004 • SCP Pool Corp • Wholesale-misc durable goods • Louisiana
THIS LEASE, made this 19th day of October, 1999, by and between S & C DEVELOPMENT COMPANY, LLC, a Louisiana limited liability company (hereinafter referred to as “Lessor”), and SOUTH CENTRAL POOL SUPPLY, INC., a Delaware Corporation (hereinafter referred to as “Lessee”).
RESTRICTED STOCK AGREEMENT (PURSUANT TO THE TERMS OF THE POOL CORPORATION AMENDED AND RESTATED 2007 LONG-TERM INCENTIVE PLAN)Restricted Stock Agreement • February 26th, 2015 • Pool Corp • Wholesale-misc durable goods • Delaware
This RESTRICTED STOCK AGREEMENT (this "Restricted Stock Agreement") is between Pool Corporation, a Delaware corporation ("Company"), and _____________("Recipient"), and is dated as of the date set forth immediately above the signatures below.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 30th, 2002 • SCP Pool Corp • Wholesale-misc durable goods • Delaware
This Stock Purchase Agreement (the “Agreement”), dated as of August 16, 2002, is by and between Jeffrey Bertsch, Randall E. Bertsch, Robin E. Bertsch, Dominic DiNapoli, Thomas A. Epple, Erin Garton, Laura Garton, Richard K. Garton, and Jamee Garton Insko (collectively, the “Sellers”), on the one hand, and SCP Acquisition Co. LLC, a Delaware limited liability company (the “Purchaser”), on the other hand.
RECEIVABLES SALE AND CONTRIBUTION AGREEMENT DATED AS OF OCTOBER 11, 2013 BETWEEN SCP DISTRIBUTORS LLC, HORIZON DISTRIBUTORS, INC., SUPERIOR POOL PRODUCTS LLC and Poolfx Supply LLC, as Originators, AND SUPERIOR COMMERCE LLC, as BuyerReceivables Sale and Contribution Agreement • October 17th, 2013 • Pool Corp • Wholesale-misc durable goods • New York
THIS RECEIVABLES SALE AND CONTRIBUTION AGREEMENT (U.S.) (as the same may be amended, modified, supplemented, amended and restated or otherwise modified from time to time, this “Agreement”), dated as of October 11, 2013 (the “Closing Date”), is by and between (a) SCP Distributors LLC, a Delaware limited liability company (“SCP Distributors”), Horizon Distributors, Inc., a Delaware corporation, Superior Pool Products LLC, a Delaware limited liability company, and Poolfx Supply LLC, a Delaware limited liability company (each of the foregoing, together with its successors, an “Originator” and collectively, the “Originators”), and (b) Superior Commerce LLC, a Delaware limited liability company (the “Buyer” or the “SPE”). Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in Exhibit I hereto or, if not defined in Exhibit I hereto, the meanings assigned to such terms in the RPA (as hereinafter defined), as applicable.
ContractAsset Purchase Agreement asset Purchase Agreement • August 11th, 2000 • SCP Pool Corp • Wholesale-misc durable goods • New York
EXHIBIT 10.1 ASSET PURCHASE AGREEMENT ASSET PURCHASE AGREEMENT dated as of June 14, 2000, among Arch Chemicals, Inc., a Virginia corporation (“Parent”), Superior Pool Products, Inc., a Delaware corporation (“Seller”) and a wholly owned subsidiary of Parent, and SCP Pool Corporation, a Delaware corporation (“Purchaser”). Seller desires to sell to Purchaser, and Purchaser desires to purchase from Seller, substantially all the assets, properties and business of Seller (the “Business”), upon the terms and subject to the conditions of this Agreement. Accordingly, the parties hereby agree as follows: ARTICLE I Purchase and Sale of Acquired Assets SECTION 1.01. Purchase and Sale. (a) On the terms and subject to the conditions of this Agreement, at the Closing (as defined in Section 2.01), Seller shall sell, assign, transfer, convey and deliver to Purchaser, and Purchaser shall purchase from Seller all the right, title and interest as of the Closing of Seller in, to and under the Acquired A
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 7th, 2002 • SCP Pool Corp • Wholesale-misc durable goods • Texas
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of January 10, 2002, between SCP POOL CORPORATION, a Delaware corporation (the “Borrower”), and BANK ONE, NA, as administrative agent (in such capacity, the “Administrative Agent”).
