ACCOUNTS PURCHASE AND SALE AGREEMENTAccounts Purchase and Sale Agreement • September 29th, 2004 • Listerhill Total Maintenance Center LLC • Primary production of aluminum • New York
THIS ACCOUNTS PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of June 30, 2004, is by and among Wise Alloys LLC, a Delaware limited liability company (“Seller”), and Congress Financial Corporation, a Delaware corporation (“Purchaser”).
WISE ALLOYS CONFIDENTIAL DATE: April 22, 2004 TO: RICH NUNN, ED VESEY - CROWN CORK & SEAL USA, Inc. COPY: Danny Mendelson, Sam Glasscock FROM: Don Farrington SUBJECT: SUPPLY AGREEMENT 2004-2008 BEVERAGE NORTH AMERICAListerhill Total Maintenance Center LLC • September 29th, 2004 • Primary production of aluminum • Pennsylvania
This document is an outline summary of the key elements in the Supply Agreement between Wise Alloys, LLC (“WISE”) and Crown Cork & Seal USA, Inc. (“Crown”) - Beverage North America for calendar years 2004 through 2008.
EMPLOYMENT AGREEMENTEmployment Agreement • September 29th, 2004 • Listerhill Total Maintenance Center LLC • Primary production of aluminum • Delaware
This Employment Agreement (“Agreement”), dated as of July 1, 2004 is made by and between Wise Metals Group, LLC, a Delaware limited liability company, having an office at 857 Elkridge Landing Road, Suite 600, Linthicum, MD 21090 (the “Corporation”), and Randall R. Powers (“Executive”). The Corporation and Executive are referred to jointly below as the “Parties.”
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF WISE METALS GROUP LLC A Delaware Limited Liability Company dated as of May 25, 2004Limited Liability Company Agreement • September 29th, 2004 • Listerhill Total Maintenance Center LLC • Primary production of aluminum • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as may from time to time be amended, modified or restated, this “Agreement”) of Wise Metals Group LLC, a Delaware limited liability company (the “Company”), is made and entered into as of the 20th day of September, 2004 by and among Silver Knot, LLC, a Delaware limited liability company (“Silver Knot”); Messrs. John Cameron, George Stoe, Robert David Danny Mendelson, and YR Holdings Family Limited Partnership, a Maryland limited partnership (“YR”), and (such person, and each other person identified as a “Member” on Exhibit A attached hereto, and each other holder from time to time of a Membership Interest in the Company, including any Substitute Member, shall be referred to herein collectively as the “Members” and each individually as a “Member”); and Messrs. John Cameron, George Stoe, Robert David, Greg Wittbecker, Danny Mendelson and Tristan Kuo as Economic Interest Holders (as hereinafter defined) in the Company (togethe
AMENDMENT NO. 1 TO AMENDED AND RESTATED LOAN AGREEMENTLoan Agreement • September 29th, 2004 • Listerhill Total Maintenance Center LLC • Primary production of aluminum • New York
This AMENDMENT NO. 1 TO AMENDED AND RESTATED LOAN AGREEMENT (this “Amendment”), dated as of June 30, 2004, is entered into by and among Wise Alloys LLC, a Delaware limited liability company (“Alloys”), Wise Recycling, LLC, a Maryland limited liability company (“Recycling” and together with Alloys, each individually a “Borrower” and collectively, “Borrowers”), Wise Metals Group LLC, a Delaware limited liability company (“Group”), Wise Alloys Finance Corporation, a Delaware corporation (“Finance”), Listerhill Total Maintenance Center LLC, a Delaware limited liability company (“Listerhill”), Wise Warehousing, LLC, a Delaware limited liability company (“Warehousing”), Wise Recycling Texas, LLC, a Delaware limited liability company (“Recycling Texas”), and Wise Recycling West, LLC, a Delaware limited liability company (“Recycling West” and together with Group, Finance, Listerhill, Warehousing and Recycling Texas, each individually a “Guarantor” and collectively, “Guarantors”), the financial
