TEXAS INDUSTRIES INC Contracts & Agreements

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AGREEMENT AND PLAN OF MERGER Dated as of January 27, 2014 Among TEXAS INDUSTRIES, INC., MARTIN MARIETTA MATERIALS, INC. and PROJECT HOLDINGS, INC. TABLE OF CONTENTS
Merger Agreements
TEXAS INDUSTRIES INC
NC
2014
RESTRICTED STOCK UNIT AGREEMENT Under the TEXAS INDUSTRIES, INC. 2004 OMNIBUS EQUITY COMPENSATION PLAN
Stock Agreements
TEXAS INDUSTRIES INC
2013
PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT Under the TEXAS INDUSTRIES, INC. 2004 OMNIBUS EQUITY COMPENSATION PLAN
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2013
TEXAS INDUSTRIES, INC. MANAGEMENT DEFERRED COMPENSATION PLAN ELECTION AGREEMENT
Compensation Agreements
TEXAS INDUSTRIES INC
2013
ANNUAL INCENTIVE PLAN adopted pursuant to the Master Performance-Based Incentive Plan
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2013
THREE-YEAR INCENTIVE PLAN adopted pursuant to the MASTER PERFORMANCE-BASED INCENTIVE PLAN
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2013
EMPLOYMENT AGREEMENT
Employment Agreements
TEXAS INDUSTRIES INC
2013
AMENDMENT NO. 3 AND RESTATEMENT OF SAR AGREEMENT FOR EMPLOYEE DIRECTORS AND ASSUMPTION UNDER TEXAS INDUSTRIES, INC. 2004 OMNIBUS EQUITY COMPENSATION PLAN
Compensation Agreements
TEXAS INDUSTRIES INC
2013
RESTRICTED STOCK UNIT AGREEMENT Under the TEXAS INDUSTRIES, INC. 2004 OMNIBUS EQUITY COMPENSATION PLAN
Stock Agreements
TEXAS INDUSTRIES INC
2013
TEXAS INDUSTRIES, INC. MANAGEMENT DEFERRED COMPENSATION PLAN ELECTION AGREEMENT
Compensation Agreements
TEXAS INDUSTRIES INC
2013
AMENDMENT NO. 3 AND RESTATEMENT OF SAR AGREEMENT FOR EMPLOYEE DIRECTORS AND ASSUMPTION UNDER TEXAS INDUSTRIES, INC. 2004 OMNIBUS EQUITY COMPENSATION PLAN
Compensation Agreements
TEXAS INDUSTRIES INC
2013
RESTRICTED STOCK UNIT AGREEMENT Under the TEXAS INDUSTRIES, INC. 2004 OMNIBUS EQUITY COMPENSATION PLAN
Stock Agreements
TEXAS INDUSTRIES INC
2013
TEXAS INDUSTRIES, INC. MANAGEMENT DEFERRED COMPENSATION PLAN ELECTION AGREEMENT
Compensation Agreements
TEXAS INDUSTRIES INC
2013
TEXAS INDUSTRIES, INC. ANNUAL INCENTIVE PLAN adopted pursuant to the Master Performance-Based Incentive Plan
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2012
TEXAS INDUSTRIES, INC. THREE-YEAR INCENTIVE PLAN adopted pursuant to the MASTER PERFORMANCE-BASED INCENTIVE PLAN
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2012
Exhibit 10.15 TEXAS INDUSTRIES, INC. ANNUAL INCENTIVE PLAN adopted pursuant to the Master Performance-Based Incentive Plan
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2011
Exhibit 10.18 TEXAS INDUSTRIES, INC. THREE-YEAR INCENTIVE PLAN adopted pursuant to the MASTER PERFORMANCE-BASED INCENTIVE PLAN
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2011
TEXAS INDUSTRIES, INC. ANNUAL INCENTIVE PLAN adopted pursuant to the Master Performance-Based Incentive Plan
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2010
TEXAS INDUSTRIES, INC. THREE-YEAR INCENTIVE PLAN adopted pursuant to the MASTER PERFORMANCE-BASED INCENTIVE PLAN
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2010
EXHIBIT 10.33 SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDITAGREEMENT
TEXAS INDUSTRIES INC
2010
Exhibit 10.3 SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 19, 2009 among TEXAS INDUSTRIES, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent,...
Credit Agreements
TEXAS INDUSTRIES INC
2010
Exhibit 10.5 AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreements
TEXAS INDUSTRIES INC
2010
Exhibit 10.26 2005 EXECUTIVE FINANCIAL SECURITY PLAN (Annuity Formula) OF TEXAS INDUSTRIES, INC. AND SUBSIDIARIES (As amended and restated effective December 31, 2008) 2005...
Security Agreements
TEXAS INDUSTRIES INC
2010
Exhibit 10.27 2005 EXECUTIVE FINANCIAL SECURITY PLAN (Lump Sum Formula) OF TEXAS INDUSTRIES, INC. AND SUBSIDIARIES (As amended and restatedeffective December 31, 2008) 2005...
Security Agreements
TEXAS INDUSTRIES INC
TX
2010
CONTRACTAMENDMENT NO. 1 Between TXIOPERATIONS LP AND AMEC-ZACHRYCONTRACTORS FORTHE HUNTER CEMENT PLANT, NEW BRAUNFELS, TEXAS
TEXAS INDUSTRIES INC
2009
TEXAS INDUSTRIES, INC. ANNUAL INCENTIVE PLAN
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2009
TEXAS INDUSTRIES, INC. THREE-YEAR INCENTIVE PLAN
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2009
EXHIBIT 10.33 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreements
TEXAS INDUSTRIES INC
2009
NON-EMPLOYEEDIRECTORS
TEXAS INDUSTRIES INC
2009
THIRD AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreements
TEXAS INDUSTRIES INC
2008
SECURITY AGREEMENT
Security Agreements
TEXAS INDUSTRIES INC
2008
TEXAS INDUSTRIES, INC. 7%Senior Notes due 2013
Note Agreements
TEXAS INDUSTRIES INC
2008
TEXAS INDUSTRIES, INC. 7% Senior Notes due 2013
Note Agreements
TEXAS INDUSTRIES INC
2008
$300,000,000 7.25% Senior Notes due 2013 REGISTRATION RIGHTS AGREEMENT by and among Texas Industries, Inc., The Subsidiaries listed in Schedule A, as Guarantors and Banc of...
Note Agreements
TEXAS INDUSTRIES INC
2008
Texas Industries, Inc. 7% SENIOR NOTES DUE 2013 First Supplemental Indenture Dated as of August 18, 2008 to Indenture Dated as of July 6, 2005 Wells Fargo Bank, National...
Indenture Agreements
TEXAS INDUSTRIES INC
2008
Texas Industries, Inc. 7% SENIOR NOTES DUE 2013 Second Supplemental Indenture Dated as of August 18, 2008 to Indenture Dated as of July 6, 2005 Wells Fargo Bank, National...
Indenture Agreements
TEXAS INDUSTRIES INC
2008
Texas Industries, Inc. and the Guarantors listed on Schedule A hereto $300,000,000 7.25% Senior Notes due 2013 Purchase Agreement dated August 7, 2008 Banc of America Securities...
Note Agreements
TEXAS INDUSTRIES INC
NY
2008
TEXAS INDUSTRIES, INC. ANNUAL INCENTIVE PLAN
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2008
TEXAS INDUSTRIES, INC. THREE-YEAR INCENTIVE PLAN
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2008
FIRST AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreements
TEXAS INDUSTRIES INC
2008
CONTRACT AND ALL EXHIBITS HEREIN BETWEEN TXI OPERATIONS LP AND AMEC-ZACHRY CONTRACTORS
TEXAS INDUSTRIES INC
2007
EMPLOYMENT AGREEMENT
Employment Agreements
TEXAS INDUSTRIES INC
2007
Texas Industries, Inc. 2004 Omnibus Equity Compensation Plan
Compensation Agreements
TEXAS INDUSTRIES INC
TX
2007
2005 EXECUTIVE FINANCIAL SECURITY PLAN (Annuity Formula)
Security Agreements
TEXAS INDUSTRIES INC
2007
2005 EXECUTIVE FINANCIAL SECURITY PLAN (Lump Sum Formula)
Security Agreements
TEXAS INDUSTRIES INC
2007
STOCK OPTION AGREEMENT UNDER TEXAS INDUSTRIES, INC. 2004 OMNIBUS EQUITY COMPENSATION PLAN
Stock Agreements
TEXAS INDUSTRIES INC
2006
TXI ANNUAL INCENTIVE PLANS FISCAL YEAR 2007
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2006
TXI THREE YEAR INCENTIVE PLAN FOR THE THREE CONSECUTIVE FISCAL YEAR PERIOD ENDING MAY 31, 2009
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2006
TXI THREE YEAR INCENTIVE PLAN FOR THE THREE CONSECUTIVE FISCAL YEAR PERIODS ENDING MAY 31, 2008 (amended July 12, 2006)
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2006
TXI THREE YEAR INCENTIVE PLAN FOR THE THREE CONSECUTIVE FISCAL YEAR PERIODS ENDING MAY 31, 2007 (amended July 12, 2006)
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2006
SAR AGREEMENT FOR EMPLOYEE DIRECTORS UNDER
TEXAS INDUSTRIES INC
2006
AMENDMENT NO. 1 TO SAR AGREEMENT FOR EMPLOYEE DIRECTORS UNDER
TEXAS INDUSTRIES INC
2006
2005 EXECUTIVE FINANCIAL SECURITY PLAN (Annuity Formula)
Security Agreements
TEXAS INDUSTRIES INC
2006
2005 EXECUTIVE FINANCIAL SECURITY PLAN (Lump Sum Formula)
Security Agreements
TEXAS INDUSTRIES INC
2006
DEFERRED COMPENSATION PLAN FOR DIRECTORS OF TEXAS INDUSTRIES, INC.
Compensation Agreements
TEXAS INDUSTRIES INC
2006
STOCK OPTION AGREEMENT UNDER TEXAS INDUSTRIES, INC. 2004 OMNIBUS EQUITY COMPENSATION PLAN
Stock Agreements
TEXAS INDUSTRIES INC
2005
TXI ANNUAL INCENTIVE PLANS FISCAL YEAR 2006
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2005
TXI THREE YEAR INCENTIVE PLAN FOR THE THREE CONSECUTIVE FISCAL YEAR PERIODS
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2005
TXI THREE YEAR INCENTIVE PLAN FOR THE THREE CONSECUTIVE FISCAL YEAR PERIODS
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2005
TXI THREE YEAR INCENTIVE PLAN FOR THE THREE CONSECUTIVE FISCAL YEAR PERIODS
Bonus & Incentive Agreements
TEXAS INDUSTRIES INC
2005
TEXAS INDUSTRIES, INC. 2003 SHARE APPRECIATION RIGHTS PLAN
Share Agreements
TEXAS INDUSTRIES INC
2005
SAR AGREEMENT FOR NON-EMPLOYEE DIRECTORS UNDER TEXAS INDUSTRIES, INC. 2003 STOCK APPRECIATION RIGHTS AGREEMENT
Stock Agreements
TEXAS INDUSTRIES INC
2005
AMENDMENT NO. 1 TO SEPARATION AND DISTRIBUTION AGREEMENT
Separation Agreements
TEXAS INDUSTRIES INC
2005
Form of the Companys 7% Senior Note due 2013
Note Agreements
TEXAS INDUSTRIES INC
2005
Form of the Companys Notation of Guarantee
Guarantee Agreements
TEXAS INDUSTRIES INC
2005
Registration Rights Agreement, dated July 6, 2005, among the Company and the Initial Purchasers
Registration Rights Agreements
TEXAS INDUSTRIES INC
2005
Indenture, dated July 6, 2005, among the Company, the Guarantors and Wells Fargo, National Association, as Trustee
Indenture Agreements
TEXAS INDUSTRIES INC
NY
2005
Purchase Agreement, dated June 29, 2005, among the Company and the Initial Purchasers
Purchase Agreements
TEXAS INDUSTRIES INC
2005
Credit Agreement, dated July 6, 2005, among the Company, Bank of America, N.A., as Administrative Agent and lender, L/C Issuer and Swing Line Lender, UBS Securities LLC, as...
Loan Agreements
TEXAS INDUSTRIES INC
2005
Separation and Distribution Agreement, dated July 6, 2005, between the Company and Chaparral
Separation Agreements
TEXAS INDUSTRIES INC
TX
2005
Tax Sharing and Indemnification Agreement, dated July 6, 2005, between the Company and Chaparral
Indemnification Agreements
TEXAS INDUSTRIES INC
TX
2005
Security Agreement, dated as of July 6, 2005, among the Company, the Guarantors and Bank of America, N.A., as Administrative Agent
Security Agreements
TEXAS INDUSTRIES INC
TX
2005
Texas Industries, Inc. 10% SENIOR NOTES DUE 2011 Supplemental Indenture Dated as of June 22, 2005 to Indenture Dated as of June 6, 2003 Wells Fargo Bank, National Association...
Indenture Agreements
TEXAS INDUSTRIES INC
2005
EMPLOYMENT AGREEMENT
Employment Agreements
TEXAS INDUSTRIES INC
2004
EXHIBIT 10.3
TEXAS INDUSTRIES INC
CA
2004
EXHIBIT 10.4
TEXAS INDUSTRIES INC
2004
EXHIBIT 10.2
TEXAS INDUSTRIES INC
CA
2003