BLUE RIDGE PAPER PRODUCTS INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 30th, 2004 • BRPP LLC • New York
BLUE RIDGE PAPER PRODUCTS INC., a Delaware corporation (the “Company”), is issuing and selling to Jefferies & Company, Inc. (the “Initial Purchaser”), upon the terms set forth in the Purchase Agreement dated December 10, 2003, by and among the Company, the Initial Purchaser and the subsidiary guarantor named therein (the “Purchase Agreement”), $125,000,000 aggregate principal amount of 9.5% Senior Notes due 2008 issued by the Company (each, a “Note” and collectively, the “Notes”). As an inducement to the Initial Purchaser to enter into the Purchase Agreement, the Company and the subsidiary guarantor listed in the signature pages hereto agree with the Initial Purchaser, for the benefit of the Holders (as defined below) of the Notes (including, without limitation, the Initial Purchaser), as follows:
CREDIT AGREEMENT Dated as of December 17, 2003 among BLUE RIDGE PAPER PRODUCTS INC., as Borrower, THE OTHER CREDIT PARTIES SIGNATORY HERETO, as Credit Parties, THE LENDERS SIGNATORY HERETO FROM TIME TO TIME, as Lenders, and GENERAL ELECTRIC CAPITAL...Credit Agreement • March 30th, 2004 • BRPP LLC • New York
INDENTURE,Indenture • March 30th, 2004 • BRPP LLC • New YorkINDENTURE, dated as of December 17, 2003, among Blue Ridge Paper Products Inc., a Delaware corporation (the “Company”), the Guarantors (as herein defined) and U.S. Bank National Association, as Trustee (in such capacity, the “Trustee”) and as Collateral Agent (in such capacity, the “Collateral Agent”).
ADOPTION AGREEMENT FOR BLUE RIDGE PAPER PRODUCTS INC. 401(k) PLANAdoption Agreement • March 30th, 2004 • BRPP LLC
AMENDMENT AND ASSIGNMENT AGREEMENTManagement Services Agreement • March 30th, 2004 • BRPP LLC • New York
This Amendment and Assignment Agreement (this “Agreement”), effective as of October 1, 2003, by and among KPS Management, LLC, a Delaware limited liability company (“KPS”), Blue Ridge Holding Corp., a Delaware corporation (“Holdings”), and Blue Ridge Paper Products Inc., a Delaware corporation and wholly owned subsidiary of Holdings (the “Company”).
WOOD CHIP SUPPLY AGREEMENTWood Chip Supply Agreement • March 30th, 2004 • BRPP LLC • North Carolina
THIS AGREEMENT is made as of this 14th day of May, 1999 by and between CHAMPION INTERNATIONAL CORPORATION, a New York corporation (“Seller”) and BLUE RIDGE PAPER PRODUCTS INC., a Delaware corporation (“Buyer”).
Blue Ridge Paper Products Inc. One West Pack Square, #1100 Asheville, NC 28801 June 28, 2000Employment Agreement • March 30th, 2004 • BRPP LLC
This letter sets forth our agreement on the terms and conditions of your employment by Blue Ridge Paper Products Inc. (the “Company”).
EXTENSION OF CHIP PURCHASE AGREEMENTWood Chip Purchasing Agreement • March 30th, 2004 • BRPP LLC
This Extension of Wood Chip Purchasing Agreement (the “Extension Agreement”) made this 17 day of December, 2002, by and between Blue Ridge Paper Products Inc., a Delaware corporation with offices in Canton, North Carolina (“Blue Ridge”) and Suncrest Land and Timber Company, a North Carolina corporation with offices in Haywood County, North Carolina (“Suncrest”).
Blue Ridge Paper Products Inc.Employment Agreement • March 30th, 2004 • BRPP LLC
This letter sets forth our agreement on the terms and conditions of your employment by Blue Ridge Paper Products Inc. (the “Company”). The effectiveness of this letter agreement, and any agreements contemplated pursuant to paragraphs 7 and 8 hereof, is subject, however, to its approval by more than seventy-five (75%) of the shareholders of Blue Ridge Holding Corp. (the “Parent”), which is the owner of all of the stock of the Company, and of the Company, and of which approvals you will promptly be advised in writing:
LETTER OF AGREEMENT As of November 13, 2003Employment Agreement • March 30th, 2004 • BRPP LLC
This letter confirms your employment as Treasurer and Chief Financial Officer (CFO) of Blue Ridge Paper Products, Inc. (the “Company”), and sets forth our agreement with respect to the terms and conditions of your employment and in the event of your separation from employment:
FORM OF SERIES A RESTRICTED STOCK UNIT AWARD AGREEMENTSeries a Restricted Stock Unit Award Agreement • March 30th, 2004 • BRPP LLC • North Carolina
This Agreement (the “Agreement”), dated and effective as of , among Blue Ridge Paper Products Inc., a Delaware corporation (the “Company”), Blue Ridge Holding Corp., a Delaware corporation (the “Parent”), and (“Executive”). Except as otherwise specifically provided herein, capitalized terms used herein shall have the meanings attributed thereto in the Employment Agreement between the Company and Executive, dated as of (the “Employment Agreement”).
BLUE RIDGE PAPER PRODUCTS EMPLOYEE STOCK OWNERSHIP PLANEmployee Stock Ownership Plan • March 30th, 2004 • BRPP LLC • North Carolina
LOGO]Master Equipment Lease Agreement • March 30th, 2004 • BRPP LLC • New York
THIS MASTER EQUIPMENT LEASE AGREEMENT dated as of June 25, 2003 (“Master Lease”) is made by and between KEY EQUIPMENT FINANCE, a Division of Key Corporate Capital Inc., having an address at 68 South Pearl Street, Albany, NY 12207 (“Lessor”), and BLUE RIDGE PAPER PRODUCTS INC. with its chief executive offices located at 41 Main Street, Canton, NC 28718 (“Lessor”).
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • March 30th, 2004 • BRPP LLC • New York
MANAGEMENT SERVICES AGREEMENT, dated as of May 14, 1999 between KPS Management, LLC, a Delaware limited liability company (“KPS”) and Blue Ridge Paper Products Inc., a Delaware corporation (the “Company”).
MASTER LEASEMaster Lease Agreement • March 30th, 2004 • BRPP LLC • New York
Master Lease Agreement (“Master Lease”) dated as of September 1, 1994 between GENERAL ELECTRIC CAPITAL CORPORATION (“Lessor”), with offices at 44 Old Ridgebury Road, Danbury, Connecticut 06810 and CHAMPION INTERNATIONAL CORPORATION (“Lessee”), with offices at One Champion Plaza, Stamford, Connecticut 06921.
AGREEMENT FOR THE PURCHASE AND SALE OF PULPPurchase and Sale Agreement • March 30th, 2004 • BRPP LLC • Washington
AGREEMENT made as of the first day of January, 2003 by and between WEYERHAEUSER COMPANY, a Washington Corporation (“Seller”), and Blue Ridge Paper Products Inc., a Delaware Corporation, (“Buyer”).
BLUE RIDGE PAPER PRODUCTS INC. PURCHASE AGREEMENTPurchase Agreement • March 30th, 2004 • BRPP LLC • New York
Blue Ridge Paper Products Inc. One West Pack Square, Suite #1100 July 16, 2001Employment Agreement • March 30th, 2004 • BRPP LLC
This letter sets forth our agreement on the terms and conditions of your employment by Blue Ridge Paper Products Inc. (the “Company”).
OPERATING AGREEMENT OF BRPP, LLCOperating Agreement • March 30th, 2004 • BRPP LLC • North Carolina
THIS OPERATING AGREEMENT (this “Agreement”) of BRPP, LLC (the “Company”), a limited liability company organized pursuant to the North Carolina Limited Liability Company Act, is executed effective as of the 11th day of July, 2000, by and among the Company and the persons executing this Agreement as the initial Members (as defined below).
BLUE RIDGE HOLDING CORP. STOCKHOLDERS’ AGREEMENT Dated as of May 14, 1999Shareholder Agreement • March 30th, 2004 • BRPP LLC • Delaware
STOCKHOLDERS’ AGREEMENT, dated as of May 14, 1999 (“Agreement”), among BLUE RIDGE HOLDING CORP., a Delaware corporation (the “Company”), KPS SPECIAL SITUATIONS FUND, L.P., a Delaware limited partnership (“SSF”), KPS SUPPLEMENTAL FUND, L.P., a Delaware limited partnership (“SF”, and together with SSF, the “KPS Funds”), GENERAL ELECTRIC CAPITAL CORPORATION, a New York corporation (“GECC”), and Gordon Jones (“Jones”). SSF, SF, GECC and Jones are collectively referred to herein as the Shareholders.
FORM OF SERIES C AND D RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • March 30th, 2004 • BRPP LLC • North Carolina
This Agreement (the “Agreement”), dated and effective as of (the “Effective Date”), among Blue Ridge Paper Products Inc., a Delaware corporation (the “Company”), Blue Ridge Holding Corp., a Delaware corporation (the “Parent”), and (“ Employee”).
WOOD CHIP PURCHASING AGREEMENTWood Chip Purchasing Agreement • March 30th, 2004 • BRPP LLC
THIS WOOD CHIP PURCHASING AGREEMENT (the “Agreement”) dated this 10th day of April, 2002 is by and between BLUE RIDGE PAPER PRODUCTS INC. (“BLUE RIDGE PAPER”) and LOUISANA-PACIFIC (“L-P”)
FORM OF SERIES B RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • March 30th, 2004 • BRPP LLC • North Carolina
This Agreement (the “Agreement”), dated , and effective as of (the “Effective Date”), among Blue Ridge Paper Products Inc., a Delaware corporation (the “Company”), Blue Ridge Holding Corp., a Delaware corporation (the “Parent”), and (“Executive”).
LICENSE AGREEMENT (BFRTM)License Agreement • March 30th, 2004 • BRPP LLC • New York
WHEREAS, the Seller, the Purchaser and Blue Ridge Holding Corp. (formerly known as Carolina Paper Products Holding Corp.) have entered into an Asset Purchase Agreement dated as of March 29, 1999 (the “Asset Purchase Agreement”), pursuant to which the Seller has agreed to sell to the Purchaser the Canton System (the “Business”) which includes the Canton Mill (the “Mill”), as more particularly described in the Asset Purchase Agreement; and
