ContractIndemnification Agreement • May 30th, 2007 • BWAY Holding CO • Metal cans • Delaware
INDEMNIFICATION AGREEMENT, dated as of [ ], 2007, between BWAY Holding Company, a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
NOMINATING AGREEMENTNominating Agreement • May 30th, 2007 • BWAY Holding CO • Metal cans • Delaware
NOMINATING AGREEMENT, dated as of [ ], 2007 (this “Agreement”), by and among BWAY Holding Company, a Delaware corporation (the “Company”), Kelso Investment Associates VI, L.P., a Delaware limited partnership (“KIA VI”) and KEP VI, LLC, a Delaware limited liability company (“KEP VI”; and, together with KIA VI, “Kelso”).
BWAY CorporationBWAY Holding CO • May 30th, 2007 • Metal cans
BWAY Corporation (the “Company”) hereby agrees to retain you, Kelso & Company, L.P. (“Kelso”), and any of your affiliates or designees (collectively, the “Kelso Group”), to provide consulting and advisory services to the Company commencing on the date hereof for a term ending on the date on which Kelso and its affiliates cease to own any shares of common stock of the Company. Such services may include (i) assisting in the raising of additional debt and equity capital from time to time for the Company, if deemed advisable by the Board of Directors of the Company, (ii) assisting the Company in its long-term strategic planning generally and (iii) providing such other consulting and advisory services as the Company may reasonably request.
BWAY Corporation Letterhead]BWAY Holding CO • May 30th, 2007 • Metal cans
AMENDMENT NO. 2 TO THE SECURITYHOLDERS AGREEMENTSecurityholders Agreement • May 30th, 2007 • BWAY Holding CO • Metal cans
AMENDMENT NO. 2 (this “Amendment”), dated as of May 25, 2007, to the Securityholders Agreement (as defined below) by BCO Holding Company (as such entity has since been renamed “BWAY Holding Company”), a Delaware corporation (the “Company”).
FORM OF CHANGE IN CONTROL AGREEMENTControl Agreement • May 30th, 2007 • BWAY Holding CO • Metal cans • Georgia
The purpose of this letter agreement (the “Agreement”) is to set forth the terms and conditions upon which you may be entitled to certain compensation and benefits upon a Change in Control of BWAY Holding Company (the “Company”). The Company agrees to provide the following compensation and benefits to you in exchange for your continued employment with the Company or any of its subsidiaries. Specifically, you and the Company agree:
