EX-10.1
from 8-K
153 pages
2 Id: 4919-3035-2210 - Msw Aware of (I) the Upfront Character of the Fee Suggested as Well as Its Implications, Including Without Limitation That Such Fee Is Not Paid by Reference to Passage of Time Although They as a Matter of Substance Form Part of Interest Which Is According to the Statutory Benchmark Provided for in the German Civil Code Calculated by Reference to Lapse of Time and Are Not Refundable in Case of a Cancellation and/or Prepayment Prior to Stated Maturity and (II) the Judgments Rendered by the German Federal Court of Justice (Bundesgerichtshof) on 4 July 2017 (XI Zr 562/15 and XI Zr 233/16) in Relation to Upfront Fees. 3.2 Hillenbrand Shall Pay to Each of the Lenders Providing for Its Consent to the Amendments Requested Herein a Non-Refundable Amendment Approval Fee of 0.1% of the Principal Amount of Its Respective Commitment as at the Effective Date, Due and Payable Five (5) Business Days After the Effective Date, to Be Payable to the Agent for Distribution to Each Lender. 3.3 "Effective Date" Means the Date on Which the Agent Provides Hillenbrand With a Countersigned Request and Thereby Confirms the Effectiveness of the Amendment of the Facility Agreement as Further Set Out in Paragraph 2 (Amendment) Above. 4. Miscellaneous 4.1 Other Than as Specifically Provided Herein, the Facility Agreement and the Other Finance Documents Shall Remain in Full Force and Effect and No Other Waiver Is Given by This Request. 4.2 the Parties to This Request Confirm That This Request Is a Finance Document. 4.3 the Provisions of Clause 32 (Partial Invalidity), Clause 33 (Remedies and Waivers), Clause 34 (Amendments and Waivers), Clause 39 (Governing Law) and Clause 40 (Enforcement) of the Facility Agreement Are Hereby Incorporated by Reference Into This Request and Shall Apply Herein Mutatis Mutandis. 4.4 Please Provide Your Acceptance Of, and the Agreement To, the Terms and Conditions Set Out in This Request by Signing Where Indicated Below. ***
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EX-10.1
from 8-K
104 pages
Agreement for Purchase and Sale of Real Property This Agreement for Purchase and Sale of Real Property (This “Agreement”) Is Made as of September ___, 2024 (The “Effective Date”), by and Between Hilbaoh001 LLC and Hilmtoh001 LLC, Each a Delaware Limited Liability Company (Collectively, “Buyer”), and Milacron LLC, a Delaware Limited Liability Company (“Seller”). for and in Consideration of the Mutual Promises Set Forth Herein and Other Good and Valuable Consideration, the Receipt and Sufficiency of Which Are Hereby Acknowledged, the Parties Hereto Agree as Follows: Section 1. Terms and Definitions. the Terms Listed Below Shall Have the Respective Meaning Given Them as Set Forth Adjacent to Each Term. (A) “Allocated Purchase Price” Has the Meaning Ascribed to Such Term in Section 3(d) Hereof. (B) “Anti-Money Laundering and Anti-Terrorism Laws” Has the Meaning Ascribed to Such Term in Section 11(n) Hereof. (C) “Buildings” Shall Mean All Buildings Located on the Land. (D) “Business Day” Means Any Day Other Than Saturday, Sunday or Any Federal Legal Holiday. (E) “Buyer’s Notice Address” Shall Be as Follows, Except as Same May Be Changed Pursuant to Section 15 Hereof: C/O Blue Owl Real Estate Capital LLC 30 N. Lasalle St., Suite 4140 Chicago, Il 60602 Attn: Asset Management Email: Realestatetransactions@blueowl.com With a Copy To: Kirkland & Ellis Llp 333 West Wolf Point Plaza Chicago, Illinois 60654 Attn.: David A. Rosenberg, P.C. & John G. Caruso Email: DAVID.ROSENBERG@KIRKLAND.com & Jcaruso@kirkland.com **Portions of This Exhibit Have Been Redacted in Accordance With Item 601(b)(10) of Regulation S-K and Certain Schedules, Exhibits and Similar Attachments Have Been Omitted Pursuant to Item 601(a)(5) of Regulation S-K. the Information Is Not Material and Would Cause Competitive Harm to the Registrant if Publicly Disclosed. an * Indicates That Information Has Been Redacted.**
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EX-10.24
from 10-K
11 pages
Arbeitsvertrag Employment Agreement Zwischen Between Hillenbrand Germany Holding Gmbh Theodorstrasse 10, 70469 Stuttgart Und and Herr Ulrich Bartel 633 East Crescent Avenue Ramsey, New Jersey 07446 USA 1. Aufgaben 1. Tasks (1) Sie Werden in Unserem Unternehmen Als Head of Division Compounding Machines Der Coperion Gruppe Sowie Mitglied Im Executive Board Coperion Tätig. Einzelheiten Ergeben Sich Aus Dem Jeweils Geltenden Organigramm Bzw. Der Stellenbeschreibung. (1) You Will Be Engaged in Our Company as Head of Division Compounding Machines of Coperion Group as Well as Member of Executive Board Coperion. Please See the Respectively Pertinent Organizational Chart I.E. Task Description for Details. (2) Hillenbrand Kann Ihnen Auch Andere Aufgaben Im Unternehmen Übertragen, Die Ihrer Vorbildung Und Ihren Fähigkeiten Entsprechen, Oder Ihren Dienstsitz Verlegen, Soweit Dies Bei Abwägung Der Betrieblichen Notwen-Digkeiten Und Persönlichen Belange Zumutbar Ist, Ohne Dass Es Einer Kündigung Bedarf. (2) Hillenbrand May Assign Other Tasks Within the Company to You, Which Will Correspond to Your Education and Your Qualifications or Relocate Your Place of Employment, to the Extent Tolerable Following Consideration of Operational Necessities and Your Personal Situation, Without Need for Termination. January 21, 2014
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