REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 7th, 2004 • Newark Group Inc • New York
This REGISTRATION RIGHTS AGREEMENT dated March 12, 2004 (this “Agreement”) is entered into by and among The Newark Group, Inc., a New Jersey corporation (the “Company”), the subsidiaries of the Company that are listed on the signature pages hereto, if any (collectively, and together with any entity that in the future executes a supplemental indenture pursuant to which such entity agrees to guarantee the Securities (as hereinafter defined) (the “Guarantors”), and Wachovia Capital Markets, LLC, J.P. Morgan Securities Inc., Fleet Securities, Inc. and PNC Capital Markets, Inc. (the “Initial Purchasers”).
CREDIT AGREEMENT among THE NEWARK GROUP, INC., as a Borrower, NEWARK GROUP INTERNATIONAL B.V., as a Borrower, and THE DOMESTIC SUBSIDIARIES OF THE BORROWERS FROM TIME TO TIME PARTIES HERETO, as Guarantors, THE LENDERS PARTIES HERETO, WACHOVIA BANK,...Credit Agreement • September 7th, 2004 • Newark Group Inc • New York
This CREDIT AGREEMENT, dated as of March 12, 2004, is by and among THE NEWARK GROUP, INC., a New Jersey corporation (the “Company”), NEWARK GROUP INTERNATIONAL B.V., a private company with limited liability with its corporate seat in Amsterdam, the Netherlands and a wholly-owned subsidiary of the Company (the “Subsidiary Borrower” and together with the Company each a “Borrower” and collectively, the “Borrowers”), those Domestic Subsidiaries of the Borrowers identified as “Guarantors” on the signature pages hereto and such other Domestic Subsidiaries of the Borrowers as may from time to time become a party hereto (together with the Company, collectively, the “Guarantors”), the several banks and other financial institutions as may from time to time become parties to this Credit Agreement (collectively, the “Lenders”; and individually, a “Lender”), and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for the Lenders hereunder (in such capacity,
THE NEWARK GROUP, INC. (a New Jersey corporation) PURCHASE AGREEMENTPurchase Agreement • September 7th, 2004 • Newark Group Inc • New York
The Newark Group, Inc., a New Jersey corporation (the “Company”), proposes to issue and sell to the several purchasers named in Schedule I hereto (the “Initial Purchasers”) on the terms and conditions herein, for whom Wachovia Capital Markets, LLC is acting as Representative (in such capacity, the “Representative”), $175,000,000 aggregate principal amount of its 9 3/4% Senior Subordinated Notes due 2014 (the “Notes”). The Notes will be issued pursuant to an Indenture (the “Indenture”) to be dated as of the Closing Date (as defined in Section 2) by and between the Company, and The Bank of New York, as Trustee (the “Trustee”). This Agreement, the Registration Rights Agreement to be dated the Closing Date between the Initial Purchasers and the Company (the “Registration Rights Agreement”), the Notes and the Indenture are hereinafter collectively referred to as the “Transaction Documents” and the execution and delivery of the Transaction Documents and the transactions contemplated herein a
THIS AMENDMENT No. 2 dated as of August 1, 2004 to AGREEMENT dated May 1, 1980,Amendment No. 2 to Agreement • July 28th, 2005 • Newark Group, Inc • Paperboard mills
WHEREAS, by agreement dated May 1, 1980, and amended on March 1, 1995, Newark and von Zuben agreed that upon termination of von Zuben’s employment by Newark, Newark would purchase all shares of stock of Newark then owned by von Zuben; and
THIS AMENDMENT dated March 1, 1995 to AGREEMENT dated May 1, 1980,Amendment to Employment Agreement • July 28th, 2005 • Newark Group, Inc • Paperboard mills
WHEREAS, by agreement dated May 1, 1980, Newark and von Zuben agreed that upon termination of von Zuben’s employment by Newark, Newark would purchase all of von Zuben’s shares for “book value”, which was defined as an amount per share equal to the net worth of Newark divided by the number of shares outstanding; and
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 13th, 2008 • Newark Group, Inc • Paperboard mills • New York
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) dated as of August 12, 2008 is entered into by and among THE NEWARK GROUP, INC., a New Jersey corporation (the “Borrower”), the Domestic Subsidiaries of the Borrower identified on the signature pages hereto as Guarantors (each a “Guarantor” and collectively, the “Guarantors”) and Wachovia Bank, National Association, as Administrative Agent for the Lenders (the “Administrative Agent”).
THIS AGREEMENT dated this 1st day of May, Nineteen Hundred and Eighty (1980),Shareholder Agreement • July 28th, 2005 • Newark Group, Inc • Paperboard mills
WHEREAS, von Zuben desires to purchase and Leewood C. Carter (“Carter”) desires to sell 600 shares of common capital stock of The Newark Group, Inc.; and
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 13th, 2008 • Newark Group, Inc • Paperboard mills • New York
THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) dated as of July 28, 2008 is entered into by and among THE NEWARK GROUP, INC., a New Jersey corporation (the “Company”), NEWARK GROUP INTERNATIONAL B.V., a private company with its corporate seat in Amsterdam, the Netherlands (the “Dutch Borrower”), the Domestic Subsidiaries of the Company identified on the signature pages hereto as Subsidiary Borrowers (the “Subsidiary Borrowers” and together with the Company and the Dutch Borrower, each a “Borrower” and collectively, the “Borrowers”), the Domestic Subsidiaries of the Company identified on the signature pages hereto as Guarantors (each a “Guarantor” and collectively, the “Guarantors”), the undersigned Lenders and Wachovia Bank, National Association, as Administrative Agent for the Lenders (the “Administrative Agent”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • July 28th, 2005 • Newark Group, Inc • Paperboard mills • New York
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) dated as of July 21, 2005 is entered into by and among THE NEWARK GROUP, INC., a New Jersey corporation (the “Company”), NEWARK GROUP INTERNATIONAL B.V., a private company with its corporate seat in Amsterdam, the Netherlands (the “Subsidiary Borrower” and together with the Company, each a “Borrower” and collectively, the “Borrowers”), the undersigned Lenders (which Lenders constitute the Required Lenders) and Wachovia Bank, National Association, as Administrative Agent for the Lenders (the “Administrative Agent”).
LOAN AND SECURITY AGREEMENT by and among THE NEWARK GROUP, INC., as Borrower and CERTAIN DOMESTIC SUBSIDIARIES OF THE NEWARK GROUP, INC. FROM TIME TO TIME PARTIES HERETO, as Guarantors THE LENDERS FROM TIME TO TIME PARTY HERETO WACHOVIA BANK, NATIONAL...Loan and Security Agreement • March 15th, 2007 • Newark Group, Inc • Paperboard mills • New York
This Loan and Security Agreement dated as of March 9, 2007 is entered into by and among THE NEWARK GROUP, INC., a New Jersey corporation (the “Borrower”), those certain Domestic Subsidiaries of the Borrower from time to time party hereto as guarantors (each individually a “Guarantor” and collectively, “Guarantors” as hereinafter further defined), the parties hereto from time to time as lenders, whether by execution of this Agreement or an Assignment and Acceptance (each individually, a “Lender” and collectively, “Lenders” as hereinafter further defined) and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as administrative agent, collateral agent and as control agent for Lenders (in each such capacity, “Administrative Agent”, “Collateral Agent” and “Control Agent” as hereinafter further defined).
ContractIndenture • September 7th, 2004 • Newark Group Inc • New York
THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE OF A DEPOSITARY OR A SUCCESSOR DEPOSITARY. THIS NOTE IS NOT EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS NOTE (OTHER THAN A TRANSFER OF THIS NOTE AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
ContractGlobal Note • September 7th, 2004 • Newark Group Inc • New York
THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE OF A DEPOSITARY OR A SUCCESSOR DEPOSITARY. THIS NOTE IS NOT EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS NOTE (OTHER THAN A TRANSFER OF THIS NOTE AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 13th, 2008 • Newark Group, Inc • Paperboard mills • New York
THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) dated as of July 28, 2008 is entered into by and among THE NEWARK GROUP, INC., a New Jersey corporation (the “Borrower”), the Domestic Subsidiaries of the Borrower identified on the signature pages hereto as Guarantors (each a “Guarantor” and collectively, the “Guarantors”), the undersigned Lenders and Wachovia Bank, National Association, as Administrative Agent for the Lenders (the “Administrative Agent”).
LOAN AND SECURITY AGREEMENT by and among THE NEWARK GROUP, INC., as a Borrower NEWARK GROUP INTERNATIONAL B.V., as a Borrower and CERTAIN DOMESTIC SUBSIDIARIES OF THE NEWARK GROUP, INC. FROM TIME TO TIME PARTIES HERETO, as Borrowers and THE OTHER...Loan and Security Agreement • March 15th, 2007 • Newark Group, Inc • Paperboard mills • New York
This Loan and Security Agreement dated as of March 9, 2007 is entered into by and among THE NEWARK GROUP, INC., a New Jersey corporation (the “Company”), NEWARK GROUP INTERNATIONAL B.V., a private company with limited liability with its corporate seat in Amsterdam, the Netherlands and a wholly-owned subsidiary of the Company (the “Dutch Borrower”), those certain Domestic Subsidiaries of the Company from time to time party hereto pursuant to Section 9.22 (the “Subsidiary Borrowers”; and together with the Company and the Dutch Borrower, each individually a “Borrower” and collectively, “Borrowers” as hereinafter further defined), those certain Domestic Subsidiaries of the Company from time to time party hereto as guarantors (each individually a “Guarantor” and collectively, “Guarantors” as hereinafter further defined), the parties hereto from time to time as lenders, whether by execution of this Agreement or an Assignment and Acceptance (each individually, a “Lender” and collectively, “Le
