UNDERWRITING AGREEMENTUnderwriting Agreement • July 14th, 2017 • Venator Materials PLC • Industrial organic chemicals • New York
Citigroup Global Markets Inc. Goldman Sachs & Co. LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC
FORM OF TERM LOAN CREDIT AGREEMENT dated as of [ ], 2017, among VENATOR FINANCE S.À R.L. and VENATOR MATERIALS LLC, as Borrowers, VENATOR MATERIALS PLC, as Holdings THE LENDERS PARTY HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent and...Term Loan Credit Agreement • July 14th, 2017 • Venator Materials PLC • Industrial organic chemicals • New York
TERM LOAN CREDIT AGREEMENT, dated as of [ ], 2017 (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement” or the “Term Loan Credit Agreement”), among VENATOR MATERIALS PLC, a public limited company incorporated in England and Wales with company number 10747130 (“Holdings”), VENATOR FINANCE S.À R.L., a private limited liability company (société à responsabilité limitée) organized under the laws of Luxembourg, with its registered office at 180, route de Longwy, L-1940 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg register of commerce and companies (R.C.S. Luxembourg) under number B 215.641 (the “Lux Borrower”), VENATOR MATERIALS LLC, a Delaware limited liability company (the “US Borrower” and together with the Lux Borrower, the “Borrowers”), the Lenders party hereto from time to time and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, and as further defined in Section 1.01, the “Administrat
VENATOR FINANCE S.À R.L. VENATOR MATERIALS LLC AND EACH OF THE GUARANTORS PARTY HERETO 5.75% SENIOR NOTES DUE 2025Indenture • July 14th, 2017 • Venator Materials PLC • Industrial organic chemicals • New York
INDENTURE dated as of , 2017 among Venator Finance S.à r.l., a private limited liability company (société à responsabilité limitée) incorporated under the laws of the Grand Duchy of Luxembourg (“Luxembourg”), having its registered office at 180, route de Longwy, L-1940 Luxembourg and registered with the Luxembourg Register of Commerce and Companies (R.C.S. Luxembourg) under number B215641 (“Venator Finance”), and Venator Materials LLC, a Delaware limited liability company (“Venator Co-Issuer”), and Wilmington Trust, National Association, as trustee.
TAX MATTERS AGREEMENT by and among HUNTSMAN CORPORATION and VENATOR MATERIALS PLCTax Matters Agreement • July 14th, 2017 • Venator Materials PLC • Industrial organic chemicals • Delaware
This TAX MATTERS AGREEMENT (this “Agreement”) is entered into as of [·], by and among Huntsman Corporation, a Delaware corporation (“Huntsman”), and Venator Materials PLC, a public limited company organized in the United Kingdom (“Venator”), and is effective as of the Effective Time. Each of Huntsman and Venator is sometimes referred to herein as a “party” and, collectively, the “parties.”
Form Of Contract of Employment Dear Mahomed This Agreement is made on 2017 Between:Venator Materials PLC • July 14th, 2017 • Industrial organic chemicals
Huntsman P&A UK Ltd (a subsidiary of Huntsman Corporation) of Titanium House, Hanzard Drive, Wynyard Park, Stockton-on-Tees TS22 5FD United Kingdom (“the Company”)
FORM OF INDEMNIFICATION DEED FOR OFFICERS AND DIRECTORSOfficers and Directors • July 14th, 2017 • Venator Materials PLC • Industrial organic chemicals • England and Wales
THIS DEED is effective [·], 2017, between Venator Materials PLC, a public limited company incorporated in England and Wales with company number 10747130 and the undersigned person who is currently serving or will serve the Company as a director or officer (“Indemnitee”).
