EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN ARCONIC INC. AND ARCONIC ROLLED PRODUCTS CORPORATION DATED AS OF MARCH 31, 2020Employee Matters Agreement • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals
This EMPLOYEE MATTERS AGREEMENT, dated as of March 31, 2020 (this “Agreement”), is by and between Arconic Inc., a Delaware corporation (“Parent”), and Arconic Rolled Products Corporation, a Delaware corporation (“Spinco”).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • Delaware
THIS TRADEMARK LICENSE AGREEMENT (this “Agreement”), made and entered into as of the 31st day of March, 2020 and effective as of 12:01 a.m. on April 1, 2020 (the “Effective Date”), by and between ARCONIC ROLLED PRODUCTS CORP. a corporation organized under the laws of Delaware (“Licensor”) and ARCONIC INC., a corporation organized under the laws of Delaware (“Licensee”).
LEASE AND PROPERTY MANAGEMENT AGREEMENTLease and Property Management Agreement • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • New York
THIS LEASE AND PROPERTY MANAGEMENT AGREEMENT (this “Lease”) dated this 31st day of March 2020 and effective as of 12:01 a.m. on April 1, 2020 (“Effective Date”), by and between ARCONIC INC., a Delaware corporation with offices at 201 Isabella Street, Pittsburgh, PA 15212 ("Lessor"), and ARCONIC MASSENA LLC, a Delaware limited liability company with offices at 201 Isabella Street, Pittsburgh, PA 15212 (“Lessee”).
MASTER AGREEMENT FOR PRODUCT SUPPLYMaster Agreement for Product Supply • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • Delaware
This MASTER AGREEMENT FOR PRODUCT SUPPLY (this “Agreement”) is made by and between Arconic Massena LLC, Arconic Lafayette LLC and Arconic Davenport LLC, all Delaware limited liability companies (“Seller”) and Arconic Inc., a Delaware corporation on behalf of its Engineered Structures business (“Buyer”) (collectively “Parties”).
SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN ARCONIC INC. AND ARCONIC ROLLED PRODUCTS CORPORATION DATED AS OF MARCH 31, 2020Separation and Distribution Agreement • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of March 31, 2020 (this “Agreement”), is by and between Arconic Inc., a Delaware corporation (“Parent”), and Arconic Rolled Products Corporation, a Delaware corporation (“GRP&E/BCS SpinCo”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
SUPPLEMENTAL INDENTURESupplemental Indenture • April 3rd, 2020 • Arconic Corp • Rolling drawing & extruding of nonferrous metals • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of March 30, 2020, among each undersigned subsidiary of the Issuer (as defined below) (the “Guaranteeing Party”), U.S. Bank National Association, as trustee (the “Trustee”) and U.S. Bank National Association, as second priority collateral agent (“Second Priority Collateral Agent”), authenticating agent (“Authenticating Agent”), registrar (“Registrar”) and paying agent (“Paying Agent”).
