Exhibit 10.6


 


Confidential Treatment Requested
by AdvanSix Inc.


 


SECOND AMENDMENT

TO AMENDED AND RESTATED

CAPROLACTAM AND POLYMER SUPPLY AGREEMENT


 


THIS SECOND AMENDMENT TO AMENDED AND RESTATED
CAPROLACTAM AND POLYMER SUPPLY AGREEMENT (this “Amendment”) is entered into as of November 15, 2013, by and
between Honeywell Resins & Chemicals LLC, a Delaware limited liability company f/k/a Honeywell Nylon, LLC (“Seller”),
and Shaw Industries Group, Inc., a Georgia corporation (“Buyer”).


 


Recitals


 


WHEREAS, on April 1,
2013, Seller and Buyer entered into that certain Amended and Restated Caprolactam and Polymer Supply Agreement (as amended, the
“Agreement”);


 


WHEREAS, the parties
desire to amend certain provisions of the Agreement; and


 


WHEREAS, capitalized
terms not otherwise defined herein shall have the meanings ascribed to them in the Agreement.


 


Agreement


 


NOW, THEREFORE, in consideration
of the mutual terms, conditions and other agreements set forth herein, the parties, intending to be legally bound hereby, agree
as follows:


 


1.         Section
1.2 of the Agreement is amended by adding the following to the end of Section 1.2, as follows:


 


“(c)  In addition
to the purchase obligations set forth in Section 1.2(a) and Section 1.2(b) above, during the period from January 1, 2014, through
December 31, 2015, Buyer shall purchase from Seller, and Seller shall sell to Buyer, [ * * * ] ([ * * * ]) pounds of Product (the
“2014/2015 Supplemental Volume”) per calendar year, all of which Product shall be [ * * * ] Caprolactam.”


 


2.         Section
2.1 of the Agreement is amended by adding the following to the end of Section 2.1, as follows:


 


“The price for each pound
of [ * * * ] Caprolactam included in the 2014/2015 Supplemental Volume shall be the sum of (A) [ * * * ] ([ * * * ]) plus (B) the
Caprolactam Index Amount (as defined in Schedule 2.1(I)), which, may be a positive or a negative amount.”


 


3.         All
capitalized terms used, but not defined, herein shall have the meaning set forth in the Agreement.



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4.        This
Amendment may be executed in counterparts, each of which shall be deemed an original but all of which shall constitute one and
the same agreement.


 


5.         Except
as expressly modified in this Second Amendment, the Agreement remains in full force and effect. The Agreement, the First Amendment
to Amended and Restated Caprolactam and Polymer Supply Agreement between the Seller and Buyer dated July 18, 2013, and this Second
Amendment, together constitute the entire agreement between the Parties with respect to the subject matter hereof, and supersede
all prior agreements or understandings between the Parties as to the subject matter hereof.


 


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Confidential Treatment Requested
by AdvanSix Inc.


 


IN WITNESS WHEREOF, the parties
have executed this Second Amendment to Caprolactam and Polymer Supply Agreement as of the date first above written.


 


	HONEYWELL RESINS & CHEMICALS, LLC	 	Shaw Industries Group, Inc.
	 	 	 
	By: 	  /s/ Qamar S. Bhatia	 	By:  	  /s/ Gerald R. Embry
	 	  Qamar S. Bhatia	 	 	  Gerald R. Embry
	 	  Vice President and General Manager	 	 	  Vice President, Administration




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