REGISTRATION RIGHTS AGREEMENT by and among Commercial Barge Line Company American Commercial Lines Inc. American Commercial Lines LLC ACL Transportation Services LLC Jeffboat LLC and Banc of America Securities LLC UBS Securities LLC SunTrust Robinson...Registration Rights Agreement • October 2nd, 2009 • Jeffboat LLC • Water transportation • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 7, 2009, by and among Commercial Barge Line Company, a Delaware corporation (the “Company”), American Commercial Lines Inc., American Commercial Lines LLC, ACL Transportation Services LLC and Jeffboat LLC (collectively, the “Guarantors”), and Banc of America Securities LLC, as a representative of the several initial purchasers listed on Schedule A to the Purchase Agreement (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 121/2% Senior Secured Notes due 2017 (the “Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Notes and the Guarantees attached thereto are herein collectively referred to as the “Securities.”
EXCHANGE AGENT AGREEMENTExchange Agent Agreement • October 2nd, 2009 • Jeffboat LLC • Water transportation • New York
Commercial Barge Line Company a Delaware corporation (the “Company”) proposes to make an offer (the “Exchange Offer”) to exchange up to $200,000,000 of its outstanding 12 1/2% Senior Secured Notes due 2017 (the “Old Securities”) for its 12 1/2% Senior Secured Notes due 2017 (the “New Securities”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated ,2009 (the “Prospectus”), proposed to be distributed to all record holders of the Old Securities. The Old Securities and the New Securities are collectively referred to herein as the “Securities”.
INTERCREDITOR AGREEMENT among BANK OF AMERICA, N.A., in its capacity as Administrative Agent, Collateral Agent, and Security Trustee and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. in its capacity as Trustee, Collateral Agent and Security Trustee...Intercreditor Agreement • October 2nd, 2009 • Jeffboat LLC • Water transportation • New York
LOAN AGREEMENT Dated as of July 7, 2009 among THE FINANCIAL INSTITUTIONS NAMED HEREIN, as Lenders, BANK OF AMERICA, N. A., as Administrative Agent, Collateral Agent and Security Trustee, BANC OF AMERICA SECURITIES LLC, WACHOVIA CAPITAL MARKETS, LLC,...Loan Agreement • October 2nd, 2009 • Jeffboat LLC • Water transportation • New York
This LOAN AGREEMENT, dated as of July 7, 2009, is among the lending institutions from time to time party hereto (such financial institutions, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”, as hereinafter further defined), BANK OF AMERICA, N.A., as administrative agent and collateral agent for the Lenders (in its capacity as administrative agent and collateral agent, the “Agent”, as hereinafter further defined) and as security trustee (in such capacity, the “Security Trustee”, as hereinafter further defined), BANC OF AMERICA SECURITIES LLC, WACHOVIA CAPITAL MARKETS, LLC, UBS SECURITIES LLC and SUNTRUST ROBINSON HUMPHREY, INC., as joint lead arrangers for the Lenders (in their respective capacities as joint lead arrangers, the “Joint Lead Arrangers”), BANC OF AMERICA SECURITIES LLC, WACHOVIA CAPITAL MARKETS, LLC, UBS SECURITIES LLC and SUNTRUST ROBINSON HUMPHREY, INC., as joint book run
COMMERCIAL BARGE LINE COMPANY as Issuer and THE GUARANTORS PARTY HERETO 121/2% SENIOR SECURED NOTES DUE 2017 INDENTURE DATED AS OF JULY 7, 2009 THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as TrusteeIndenture • October 2nd, 2009 • Jeffboat LLC • Water transportation • New York
This Indenture, dated as of July 7, 2009, is by and among Commercial Barge Line Company, a Delaware corporation (the “Company” or the “Issuer”), the Guarantors (as defined herein) and The Bank of New York Mellon Trust Company, N.A., as trustee (in such capacity and not in its individual capacity, the “Trustee”).
PLEDGE AGREEMENTPledge Agreement • October 2nd, 2009 • Jeffboat LLC • Water transportation • New York
This PLEDGE AGREEMENT, dated as of July 7, 2009 (as this agreement may be amended, amended and restated, supplemented or otherwise modified, renewed or replaced from time to time, this “Agreement”), is by and among each of the parties listed on Schedule I hereto (each such party together with any other Person that becomes a party hereto pursuant to Section 25 is referred to individually as a “Pledgor” and collectively as the “Pledgors”), and The Bank of New York Mellon Trust Company, N.A., as collateral agent (the “Collateral Agent”) on behalf of the Secured Parties (as defined in the Security Agreement dated as of the date hereof among the Pledgors and the Collateral Agent (as amended, amended and restated, supplemented or otherwise modified, renewed or replaced from time to time, the “Security Agreement”)).
SECURITY AGREEMENTSecurity Agreement • October 2nd, 2009 • Jeffboat LLC • Water transportation • New York
SECURITY AGREEMENT dated as of July 7, 2009 (this “Agreement”), among THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as collateral agent (in its capacity as collateral agent, together with its successors and assigns, the “Collateral Agent”), COMMERCIAL BARGE LINE COMPANY, a corporation formed under the laws of Delaware (“Issuer”), AMERICAN COMMERCIAL LINES INC., a corporation formed under the laws of Delaware (“Holdings”), AMERICAN COMMERCIAL LINES LLC, a limited liability company formed under the laws of Delaware (“ACL”), JEFFBOAT LLC, a limited liability company formed under the laws of Delaware (“Jeffboat”), and ACL TRANSPORTATION SERVICES LLC, a limited liability company formed under the laws of Delaware (“ACLTS” and together with Holdings, ACL, Jeffboat, and any other Person that becomes a party hereto pursuant to Section 7.12, the “Guarantors,” and together with the Issuer, each individually a “Grantor” and collectively, the “Grantors”).
