0001193125-14-150505 Sample Contracts

First Amendment to Amended and Restated Rights Agreement
Rights Agreement • April 21st, 2014 • Aep Industries Inc • Unsupported plastics film & sheet

This First Amendment to Amended and Restated Rights Agreement, dated as of April 16, 2014 (the “Amendment”), is made and entered into by and between AEP Industries Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”), and hereby amends that certain Amended and Restated Rights Agreement, dated as of March 28, 2014 (as further amended, supplemented or otherwise modified from time to time, the “Rights Agreement”), by and between such parties.

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AGREEMENT WITH STOCKHOLDERS
Agreement With Stockholders • April 21st, 2014 • Aep Industries Inc • Unsupported plastics film & sheet • Delaware

This AGREEMENT WITH STOCKHOLDERS (the “Agreement”) is made and entered into as of April 16, 2014 by and among AEP Industries Inc., a Delaware corporation (the “Company”), and KSA Capital Management, LLC, a Delaware limited liability company (“KSA Capital”), Daniel D. Khoshaba, managing member of KSA Capital (“Mr. Khoshaba”), and KSA Capital Master Fund, Ltd., an exempted company incorporated and existing under the laws of the Cayman Islands (“KSA Capital Fund” and, together with KSA Capital and Mr. Khoshaba, the “KSA Group”).

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