OFAgreement • October 16th, 2003 • American Seafoods Corp • Fishing, hunting and trapping
Exhibit 10.10 FORM OF AMENDED AND RESTATED EMPLOYMENT AGREEMENT AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Agreement") made and entered into as of the [ ] day of ____________ 2003, among American Seafoods Corporation, a Delaware corporation...Employment Agreement • October 16th, 2003 • American Seafoods Corp • Fishing, hunting and trapping • New York
TrusteeIndenture • October 16th, 2003 • American Seafoods Corp • Fishing, hunting and trapping • New York
Exhibit 10.12 FORM OF AMENDED AND RESTATED EMPLOYMENT AGREEMENT AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Agreement") made and entered into as of the [ ] day of ______________ 2003, among American Seafoods Corporation, a Delaware...Employment Agreement • October 16th, 2003 • American Seafoods Corp • Fishing, hunting and trapping • New York
and the Guarantors listed on Schedule A ---------- 10 1/8% Senior Subordinated Notes due 2010 THIRD SUPPLEMENTAL INDENTURE Dated as of September 26, 2003 WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION,Third Supplemental Indenture • October 16th, 2003 • American Seafoods Corp • Fishing, hunting and trapping
Exhibit 1.1 AMERICAN SEAFOODS CORPORATION Income Deposit Securities Each Representing One Share of Common Stock and $ Principal Amount of % Notes Due 2013 FORM OF UNDERWRITING AGREEMENT ------------------------------Lockup Agreement • October 16th, 2003 • American Seafoods Corp • Fishing, hunting and trapping
Exhibit 10.8 FORM OF AMENDED AND RESTATED EMPLOYMENT AGREEMENT AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Agreement") made and entered into as of the [ ] day of _____________ 2003, among American Seafoods Corporation, a Delaware corporation...Employment Agreement • October 16th, 2003 • American Seafoods Corp • Fishing, hunting and trapping • New York
Exhibit 4.5 FORM OF EXCHANGE AND REGISTRATION RIGHTS AGREEMENT AMERICAN SEAFOODS CORPORATION Dated as of _______, 2003 TABLE OF CONTENTSExchange and Registration Rights Agreement • October 16th, 2003 • American Seafoods Corp • Fishing, hunting and trapping • New York
CREDIT AGREEMENT among AMERICAN SEAFOODS GROUP LLC, AMERICAN SEAFOODS HOLDINGS, L.P., VARIOUS LENDERS and WELLS FARGO BANK, N.A., as ADMINISTRATIVE AGENT and COLLATERAL AGENTCredit Agreement • August 3rd, 2004 • American Seafoods Corp • Fishing, hunting and trapping
CREDIT AGREEMENT, dated as of , 2004, among AMERICAN SEAFOODS GROUP LLC, a Delaware limited liability company (the “Borrower”), AMERICAN SEAFOODS HOLDINGS, L.P., a Delaware limited partnership (fka American Seafoods Holdings LLC, a Delaware limited liability company) (“Holdings”), the Lenders party hereto from time to time, and WELLS FARGO BANK, N.A., as administrative agent and collateral agent for itself and the other Lenders, and further including CIBC WORLD MARKETS CORP. as Sole Placement Agent, Lead Arranger and Bookrunner, WELLS FARGO BANK, N.A. and ISLANDSBANKI HF, as Co-Arrangers, ISLANDSBANKI HF, and HARRIS TRUST AND SAVINGS BANK, as Co-Syndication Agents, and THE BANK OF NOVA SCOTIA as Documentation Agent. All capitalized terms used herein and defined in Section 11.01 are used herein as therein defined.
RECITALSForm of Indemnification Agreement • October 16th, 2003 • American Seafoods Corp • Fishing, hunting and trapping • Delaware
EXCHANGE AND REGISTRATION RIGHTS AGREEMENT Dated as of August 11, 2004Exchange and Registration Rights Agreement • August 5th, 2004 • American Seafoods Corp • Fishing, hunting and trapping • New York
EXCHANGE AND REGISTRATION RIGHTS AGREEMENT, dated as of August 11, 2004, among American Seafoods Corporation, a Delaware corporation (the “Company”), American Seafoods Holdings, L.P., a Delaware limited partnership (“Holdings”), American Seafoods, L.P., a Delaware limited partnership (“ASLP”), and the parties listed on Annex I hereto who have delivered executed signature pages to this Agreement. Capitalized terms used herein are defined in Article V.
NOTE PURCHASE AGREEMENT Among American Seafoods, L.P., American Seafoods Corporation, The Subsidiary Guarantors from Time to Time Party Hereto And American Seafoods Holdings, L.P. Dated as of [ ], 2004Note Purchase Agreement • August 5th, 2004 • American Seafoods Corp • Fishing, hunting and trapping • New York
American Seafoods Holdings, L.P., a Delaware limited partnership (the “Company”) hereby agrees with you as follows (capitalized terms used herein without definition shall have the respective meanings given in Section 11.1 or, if not defined in Section 11.1, in the Indenture):
AMERICAN SEAFOODS CORPORATION Exchange Warrant to Purchase Income Deposit Securities Expiring on or about August 11, 2008 (as provided in this Exchange Warrant)American Seafoods Corp • August 3rd, 2004 • Fishing, hunting and trapping
This warrant is an Exchange Warrant (each a “Exchange Warrant” and collectively, the “Exchange Warrants”, such term to include all Exchange Warrants issued substantially in the form hereof or in substitution therefor), originally issued pursuant to the Exchange and Registration Rights Agreement, dated as of August 11, 2004 (as the same may be amended, restated or supplemented from time to time, the “Exchange and Registration Rights Agreement”), between the Company, American Seafoods Holdings, L.P. (“Holdings”), and ASLP in connection with the issuance and sale by the Company of up to 40,155,378 IDSs in a public offering registered under the
FORM OF WARRANT THE SECURITIES COVERED HEREBY (I) ARE SUBJECT TO TRANSFER AND OTHER RESTRICTIONS SET FORTH IN AN EXCHANGE AND REGISTRATION RIGHTS AGREEMENT AND A SECOND AMENDED AND RESTATED SECURITY HOLDERS AGREEMENT AND (II) HAVE NOT BEEN REGISTERED...American Seafoods Corp • October 16th, 2003 • Fishing, hunting and trapping
RECITALSRoyalty Agreement • July 9th, 2003 • American Seafoods Corp • Fishing, hunting and trapping • Alaska
AMERICAN SEAFOODS CORPORATION. and the Guarantors from time to time party hereto, as GuarantorsSupplemental Indenture • August 3rd, 2004 • American Seafoods Corp • Fishing, hunting and trapping • New York
INDENTURE, dated as of [ ], 2004 (as amended, supplemented or otherwise modified from time to time, this “Indenture”), among AMERICAN SEAFOODS CORPORATION, a Delaware corporation (the “Issuer”), each subsidiary of the Issuer listed on the signature pages hereto (the “Guarantors”), and Deutsche Bank National Trust Company, a national banking association, as trustee (the “Trustee”).
AMERICAN SEAFOODS GROUP, LLC % Senior Notes due 2008Note Purchase Agreement • August 3rd, 2004 • American Seafoods Corp • Fishing, hunting and trapping • New York
Each of the undersigned, American Seafoods Group, LLC, a Delaware limited liability company (the “Company”), and American Seafoods Holdings, L.P., a Delaware limited partnership (“Holdings”), in consideration of the covenants and agreements herein contained, hereby agree with you as follows:
LIMITED PARTNERSHIP AGREEMENT OF AMERICAN SEAFOODS HOLDINGS, L.P. THE UNITS EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY BE OFFERED AND SOLD ONLY IF SO REGISTERED OR IN A MANNER EXEMPT FROM...Limited Partnership Agreement • August 3rd, 2004 • American Seafoods Corp • Fishing, hunting and trapping
THIS LIMITED PARTNERSHIP AGREEMENT (as amended from time to time, this “Agreement”) of American Seafoods Holdings, L.P. (the “Partnership”) is made and entered into as of the 11th day of August, 2004, by and among each of the undersigned parties to this Agreement, as Partners, on the terms and conditions set forth herein.
