AMENDMENT NO. 2 TO CREDIT AGREEMENT
Exhibit 4.2
AMENDMENT NO. 2 TO CREDIT AGREEMENT
THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT dated as of April 27, 2010 (this “Amendment”)
is made among REPUBLIC SERVICES, INC., a Delaware corporation (the “Borrower”), each of the
GUARANTORS (as defined in the Credit Agreement (defined in Recital A below)), BANK OF
AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders
(in such capacity, the “Administrative Agent”), and each of the Lenders signatory hereto.
Capitalized terms used but not otherwise defined herein have the respective meanings ascribed to
them in the Credit Agreement).
RECITALS:
A. The Borrower, Bank of America, as Administrative Agent, Swing Line Lender and L/C Issuer,
and the Lenders party thereto have entered into a Credit Agreement, dated as of April 26, 2007 (as
in effect on the date hereof, the “Credit Agreement”), pursuant to which the Lenders have
made available to the Borrower a revolving credit facility with a swing line sublimit and a letter
of credit sublimit.
B. The Guarantors have entered into the Guaranty pursuant to which they have guaranteed the
payment and performance of the obligations of the Borrower under the Credit Agreement and the other
Loan Documents.
C. The Borrower has advised the Administrative Agent and the Lenders that it desires to amend
certain provisions of the Credit Agreement, and the Administrative Agent and the Lenders signatory
hereto are willing to effect such amendment on the terms and conditions contained in this
Amendment;
In consideration of the premises and further valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. Amendments to the Credit Agreement. Subject to the terms and conditions set forth
herein, the Credit Agreement is hereby amended as follows:
| (a) | The definition of “Consolidated EBITDA” in Section 1.01 is amended by (i) deleting “and” before “(vii)” in the eleventh line thereof, and (ii) inserting the following clause (viii) after the “;” and before the proviso in the fourteenth line thereof: |
| “(viii) non-cash charges associated with the assumption and early extinguishment from time to time of Indebtedness of Allied assumed in connection with the Allied Acquisition;” |
| (b) | The existing Exhibit D to the Credit Agreement is deleted in its entirety and Exhibit D attached hereto as Annex I is inserted in lieu thereof. |
2. Conditions Precedent to Amendments. The effectiveness of the amendments to the
Credit Agreement set forth in Section 1 above is subject to the satisfaction of the
following conditions precedent (the first date on which all such conditions have been satisfied
shall be referred to as the “Amendment Effective Date”):
| (a) | the Administrative Agent shall have received counterparts of this Amendment, duly executed by the Borrower, the Administrative Agent, the Guarantors and the Required Lenders; and |
| (b) | unless waived by the Administrative Agent, all fees and expenses of the Administrative Agent and the Lenders (including the reasonable fees and expenses of counsel to the Administrative Agent to the extent invoiced prior to the date hereof) in connection with this Amendment shall have been paid in full (without prejudice to final settling of accounts for such fees and expenses). |
3. Representations and Warranties. In order to induce the Administrative Agent and
the Lenders to enter into this Amendment, the Borrower represents and warrants to the
Administrative Agent and the Lenders as follows:
| (a) | The representations and warranties of the Borrower contained in Article V of the Credit Agreement and in the other Loan Documents are true and correct in all material respects on and as of the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects as of such earlier date. |
| (b) | This Amendment has been duly authorized, executed and delivered by, and constitutes a legal, valid and binding obligation of, the Borrower, except as may be limited by general principles of equity or by the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar law affecting creditors’ rights generally. |
| (c) | No Default has occurred and is continuing. |
4. Consent and Confirmation of the Guarantors. Each of the Guarantors hereby
consents, acknowledges and agrees to the amendments set forth herein and hereby confirms and
ratifies in all respects the Guaranty (including without limitation the continuation of each such
Guarantor’s payment and performance obligations thereunder upon and after the effectiveness of this
Amendment and the waivers and amendments contemplated hereby) and the enforceability of the
Guaranty against each Guarantor in accordance with its terms.
5. Entire Agreement. This Amendment, together with the Loan Documents (collectively,
the “Relevant Documents”), sets forth the entire understanding and agreement of the parties
hereto in relation to the subject matter hereof and supersedes any prior negotiations and
agreements among the parties relating to such subject matter. No promise, condition,
representation or warranty, express or implied, not set forth in the Relevant Documents shall bind
any party hereto, and no such party has relied on any such promise, condition, representation or
warranty. Each of the parties hereto acknowledges that, except as otherwise
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expressly stated in the Relevant Documents, no representations, warranties or commitments,
express or implied, have been made by any party to the other in relation to the subject matter
hereof or thereof. None of the terms or conditions of this Amendment may be changed, modified,
waived or canceled orally or otherwise, except in writing and in accordance with Section
10.01 of the Credit Agreement.
6. Full Force and Effect of Amendment. Except as hereby specifically amended,
modified or supplemented, the Credit Agreement and all other Loan Documents are hereby confirmed
and ratified in all respects and shall be and remain in full force and effect according to their
respective terms.
7. Counterparts. This Amendment may be executed in any number of counterparts, each
of which shall be deemed an original as against any party whose signature appears thereon, and all
of which shall together constitute one and the same instrument. Delivery of an executed
counterpart of a signature page of this Amendment by telecopy, facsimile or other electronic
transmission (including .PDF) shall be effective as delivery of a manually executed counterpart of
this Amendment.
8. Governing Law. This Amendment shall in all respects be governed by, and construed
in accordance with, the laws of the State of Florida.
9. Enforceability. Should any one or more of the provisions of this Amendment be
determined to be illegal or unenforceable as to one or more of the parties hereto, all other
provisions nevertheless shall remain effective and binding on the parties hereto.
10. References. All references in any of the Loan Documents to the “Credit Agreement”
shall mean the Credit Agreement, as amended hereby.
11. Successors and Assigns. This Amendment shall be binding upon and inure to the
benefit of the Borrower, the Administrative Agent, the Lenders and their respective successors and
assignees to the extent such assignees are permitted assignees as provided in Section 10.06
of the Credit Agreement.
[Signature pages follow.]
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IN WITNESS WHEREOF, the parties hereto have caused this instrument to be made, executed and
delivered by their duly authorized officers as of the day and year first above written.
| BORROWER: REPUBLIC SERVICES, INC. |
||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | Senior Vice President, Treasurer | |||
THE FOLLOWING CORPORATIONS, AS GUARANTORS:
623 LANDFILL, INC.
A D A J CORPORATION
ACTION DISPOSAL, INC.
ADA COUNTY DEVELOPMENT COMPANY, INC.
XXXXXX LANDFILL, INC.
ADS OF ILLINOIS, INC.
ADS, INC.
AGRI-TECH, INC. OF OREGON
ALABAMA RECYCLING SERVICES, INC.
ALBANY-LEBANON SANITATION, INC.
ALLIED ACQUISITION PENNSYLVANIA, INC.
ALLIED ACQUISITION TWO, INC.
ALLIED ENVIROENGINEERING, INC.
ALLIED GREEN POWER, INC.
ALLIED NOVA SCOTIA, INC.
ALLIED WASTE ALABAMA, INC.
ALLIED WASTE COMPANY, INC.
ALLIED WASTE HAULING OF GEORGIA, INC.
ALLIED WASTE HOLDINGS (CANADA) LTD.
ALLIED WASTE INDUSTRIES (ARIZONA), INC.
ALLIED WASTE INDUSTRIES (NEW MEXICO), INC.
ALLIED WASTE INDUSTRIES (SOUTHWEST), INC.
ALLIED WASTE INDUSTRIES OF GEORGIA, INC.
ALLIED WASTE INDUSTRIES OF ILLINOIS, INC.
ALLIED WASTE INDUSTRIES OF NORTHWEST INDIANA, INC.
ALLIED WASTE INDUSTRIES OF TENNESSEE, INC.
ALLIED WASTE INDUSTRIES, INC.
ALLIED WASTE LANDFILL HOLDINGS, INC.
ALLIED WASTE NORTH AMERICA, INC.
ALLIED WASTE OF CALIFORNIA, INC.
ALLIED WASTE OF LONG ISLAND, INC.
ALLIED WASTE OF NEW JERSEY, INC.
ALLIED WASTE RURAL SANITATION, INC.
ALLIED WASTE SERVICES OF COLORADO, INC.
A D A J CORPORATION
ACTION DISPOSAL, INC.
ADA COUNTY DEVELOPMENT COMPANY, INC.
XXXXXX LANDFILL, INC.
ADS OF ILLINOIS, INC.
ADS, INC.
AGRI-TECH, INC. OF OREGON
ALABAMA RECYCLING SERVICES, INC.
ALBANY-LEBANON SANITATION, INC.
ALLIED ACQUISITION PENNSYLVANIA, INC.
ALLIED ACQUISITION TWO, INC.
ALLIED ENVIROENGINEERING, INC.
ALLIED GREEN POWER, INC.
ALLIED NOVA SCOTIA, INC.
ALLIED WASTE ALABAMA, INC.
ALLIED WASTE COMPANY, INC.
ALLIED WASTE HAULING OF GEORGIA, INC.
ALLIED WASTE HOLDINGS (CANADA) LTD.
ALLIED WASTE INDUSTRIES (ARIZONA), INC.
ALLIED WASTE INDUSTRIES (NEW MEXICO), INC.
ALLIED WASTE INDUSTRIES (SOUTHWEST), INC.
ALLIED WASTE INDUSTRIES OF GEORGIA, INC.
ALLIED WASTE INDUSTRIES OF ILLINOIS, INC.
ALLIED WASTE INDUSTRIES OF NORTHWEST INDIANA, INC.
ALLIED WASTE INDUSTRIES OF TENNESSEE, INC.
ALLIED WASTE INDUSTRIES, INC.
ALLIED WASTE LANDFILL HOLDINGS, INC.
ALLIED WASTE NORTH AMERICA, INC.
ALLIED WASTE OF CALIFORNIA, INC.
ALLIED WASTE OF LONG ISLAND, INC.
ALLIED WASTE OF NEW JERSEY, INC.
ALLIED WASTE RURAL SANITATION, INC.
ALLIED WASTE SERVICES OF COLORADO, INC.
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Corporations | |||
ALLIED WASTE SERVICES OF PAGE, INC.
ALLIED WASTE SERVICES OF STILLWATER, INC.
ALLIED WASTE SYSTEMS HOLDINGS, INC.
ALLIED WASTE SYSTEMS, INC.
ALLIED WASTE TRANSFER SERVICES OF UTAH, INC.
ALLIED WASTE TRANSPORTATION, INC.
AMERICAN DISPOSAL SERVICES OF ILLINOIS, INC.
AMERICAN DISPOSAL SERVICES OF KANSAS, INC.
AMERICAN DISPOSAL SERVICES OF MISSOURI, INC.
AMERICAN DISPOSAL SERVICES OF NEW JERSEY, INC.
AMERICAN DISPOSAL SERVICES OF WEST VIRGINIA, INC.
AMERICAN DISPOSAL SERVICES, INC.
AMERICAN DISPOSAL TRANSFER SERVICES OF ILLINOIS, INC.
AMERICAN MATERIALS RECYCLING CORP.
AMERICAN SANITATION, INC.
AMERICAN TRANSFER COMPANY, INC.
APACHE JUNCTION LANDFILL CORPORATION
ARC DISPOSAL COMPANY, INC.
AREA DISPOSAL, INC.
ATLANTIC WASTE HOLDING COMPANY, INC.
ATLAS TRANSPORT, INC.
ATTWOODS OF NORTH AMERICA, INC.
AUTOMATED MODULAR SYSTEMS, INC.
AUTOSHRED, INC.
AWIN LEASING COMPANY, INC.
AWIN MANAGEMENT, INC.
XXXXXX BROTHERS WASTE INCORPORATED
BAY COLLECTION SERVICES, INC.
BAY ENVIRONMENTAL MANAGEMENT, INC.
BAY LANDFILLS, INC.
BAY LEASING COMPANY, INC.
BBCO, INC.
BELLEVILLE LANDFILL, INC.
BERKELEY SANITARY SERVICE, INC.
BFI ATLANTIC, INC.
BFI ENERGY SYSTEMS OF ALBANY, INC.
BFI ENERGY SYSTEMS OF DELAWARE COUNTY, INC.
BFI ENERGY SYSTEMS OF ESSEX COUNTY, INC.
ALLIED WASTE SERVICES OF STILLWATER, INC.
ALLIED WASTE SYSTEMS HOLDINGS, INC.
ALLIED WASTE SYSTEMS, INC.
ALLIED WASTE TRANSFER SERVICES OF UTAH, INC.
ALLIED WASTE TRANSPORTATION, INC.
AMERICAN DISPOSAL SERVICES OF ILLINOIS, INC.
AMERICAN DISPOSAL SERVICES OF KANSAS, INC.
AMERICAN DISPOSAL SERVICES OF MISSOURI, INC.
AMERICAN DISPOSAL SERVICES OF NEW JERSEY, INC.
AMERICAN DISPOSAL SERVICES OF WEST VIRGINIA, INC.
AMERICAN DISPOSAL SERVICES, INC.
AMERICAN DISPOSAL TRANSFER SERVICES OF ILLINOIS, INC.
AMERICAN MATERIALS RECYCLING CORP.
AMERICAN SANITATION, INC.
AMERICAN TRANSFER COMPANY, INC.
APACHE JUNCTION LANDFILL CORPORATION
ARC DISPOSAL COMPANY, INC.
AREA DISPOSAL, INC.
ATLANTIC WASTE HOLDING COMPANY, INC.
ATLAS TRANSPORT, INC.
ATTWOODS OF NORTH AMERICA, INC.
AUTOMATED MODULAR SYSTEMS, INC.
AUTOSHRED, INC.
AWIN LEASING COMPANY, INC.
AWIN MANAGEMENT, INC.
XXXXXX BROTHERS WASTE INCORPORATED
BAY COLLECTION SERVICES, INC.
BAY ENVIRONMENTAL MANAGEMENT, INC.
BAY LANDFILLS, INC.
BAY LEASING COMPANY, INC.
BBCO, INC.
BELLEVILLE LANDFILL, INC.
BERKELEY SANITARY SERVICE, INC.
BFI ATLANTIC, INC.
BFI ENERGY SYSTEMS OF ALBANY, INC.
BFI ENERGY SYSTEMS OF DELAWARE COUNTY, INC.
BFI ENERGY SYSTEMS OF ESSEX COUNTY, INC.
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Corporations | |||
BFI ENERGY SYSTEMS OF HEMPSTEAD, INC.
BFI ENERGY SYSTEMS OF NIAGARA II, INC.
BFI ENERGY SYSTEMS OF NIAGARA, INC.
BFI ENERGY SYSTEMS OF SEMASS, INC.
BFI ENERGY SYSTEMS OF SOUTHEASTERN CONNECTICUT, INC.
BFI INTERNATIONAL, INC.
BFI REF-FUEL, INC.
BFI TRANS RIVER (GP), INC.
BFI TRANSFER SYSTEMS OF NEW JERSEY, INC.
BFI WASTE SYSTEMS OF NEW JERSEY, INC.
BIO-MED OF OREGON, INC.
BLT ENTERPRISES OF OXNARD, INC.
BOND COUNTY LANDFILL, INC.
XXXXXXX LANDFILL, INC.
BORROW PIT CORP.
BRICKYARD DISPOSAL & RECYCLING, INC.
XXXXXXXX-XXXXXX FINANCIAL SERVICES, INC.
XXXXXXXX-XXXXXX INDUSTRIES CHEMICAL SERVICES, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF CALIFORNIA, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF FLORIDA, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF ILLINOIS, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF NEW JERSEY, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF NEW YORK, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF OHIO, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF TENNESSEE, INC.
XXXXXXXX-XXXXXX INDUSTRIES, INC.
XXXXXXXX-XXXXXX SERVICES, INC.
XXXXXXXX-XXXXXX, INC.
XXXXXXX TRASH SERVICE, INC.
XXXXXXX TRASH SYSTEMS, INCORPORATED
CAPITOL RECYCLING AND DISPOSAL, INC.
CC LANDFILL, INC.
CECOS INTERNATIONAL, INC.
CELINA LANDFILL, INC.
CENTRAL ARIZONA TRANSFER, INC.
CENTRAL SANITARY LANDFILL, INC.
CHARTER EVAPORATION RESOURCE RECOVERY SYSTEMS
CHEROKEE RUN LANDFILL, INC.
CITIZENS DISPOSAL, INC.
BFI ENERGY SYSTEMS OF NIAGARA II, INC.
BFI ENERGY SYSTEMS OF NIAGARA, INC.
BFI ENERGY SYSTEMS OF SEMASS, INC.
BFI ENERGY SYSTEMS OF SOUTHEASTERN CONNECTICUT, INC.
BFI INTERNATIONAL, INC.
BFI REF-FUEL, INC.
BFI TRANS RIVER (GP), INC.
BFI TRANSFER SYSTEMS OF NEW JERSEY, INC.
BFI WASTE SYSTEMS OF NEW JERSEY, INC.
BIO-MED OF OREGON, INC.
BLT ENTERPRISES OF OXNARD, INC.
BOND COUNTY LANDFILL, INC.
XXXXXXX LANDFILL, INC.
BORROW PIT CORP.
BRICKYARD DISPOSAL & RECYCLING, INC.
XXXXXXXX-XXXXXX FINANCIAL SERVICES, INC.
XXXXXXXX-XXXXXX INDUSTRIES CHEMICAL SERVICES, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF CALIFORNIA, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF FLORIDA, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF ILLINOIS, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF NEW JERSEY, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF NEW YORK, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF OHIO, INC.
XXXXXXXX-XXXXXX INDUSTRIES OF TENNESSEE, INC.
XXXXXXXX-XXXXXX INDUSTRIES, INC.
XXXXXXXX-XXXXXX SERVICES, INC.
XXXXXXXX-XXXXXX, INC.
XXXXXXX TRASH SERVICE, INC.
XXXXXXX TRASH SYSTEMS, INCORPORATED
CAPITOL RECYCLING AND DISPOSAL, INC.
CC LANDFILL, INC.
CECOS INTERNATIONAL, INC.
CELINA LANDFILL, INC.
CENTRAL ARIZONA TRANSFER, INC.
CENTRAL SANITARY LANDFILL, INC.
CHARTER EVAPORATION RESOURCE RECOVERY SYSTEMS
CHEROKEE RUN LANDFILL, INC.
CITIZENS DISPOSAL, INC.
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: Xxxxxx X. Xxxx, III | ||||
| Title: As Treasurer of each of the foregoing Corporations | ||||
CITY-STAR SERVICES, INC.
CLARKSTON DISPOSAL, INC.
COCOPAH LANDFILL, INC.
COMPACTOR RENTAL SYSTEMS OF DELAWARE, INC.
COPPER MOUNTAIN LANDFILL, INC.
CORVALLIS DISPOSAL CO.
COUNTY DISPOSAL (OHIO), INC.
COUNTY DISPOSAL, INC.
COUNTY LANDFILL, INC.
XXXXXXXX SANITARY SERVICE, INC.
CWI OF ILLINOIS, INC.
CWI OF MISSOURI, INC.
DALLAS DISPOSAL CO.
DELTA CONTAINER CORPORATION
DELTA DADE RECYCLING CORP.
DELTA PAPER STOCK, CO.
DELTA RESOURCES CORP.
DELTA SITE DEVELOPMENT CORP.
DELTA WASTE CORP.
XXXXXXX WASTE SYSTEMS II, INC.
DENVER RL NORTH, INC.
DTC MANAGEMENT, INC.
EAGLE INDUSTRIES LEASING, INC.
EAST CHICAGO COMPOST FACILITY, INC.
ECDC ENVIRONMENTAL OF HUMBOLDT COUNTY, INC.
ECDC HOLDINGS, INC.
ELDER CREEK TRANSFER & RECOVERY, INC.
ENVIROCYCLE, INC.
ENVIRONMENTAL DEVELOPMENT CORP. [DE]
ENVIRONMENTAL RECLAMATION COMPANY
ENVIRONTECH, INC.
EVERGREEN SCAVENGER SERVICE, INC.
X. X. XxXXXXXX RUBBISH REMOVAL INC.
FLL, INC.
FORWARD, INC.
XXXX XXXXXXX TRUCKING CO., INC.
X. XXX XXXXX DISPOSAL INC.
GEK, INC.
GENERAL REFUSE ROLLOFF CORP.
CLARKSTON DISPOSAL, INC.
COCOPAH LANDFILL, INC.
COMPACTOR RENTAL SYSTEMS OF DELAWARE, INC.
COPPER MOUNTAIN LANDFILL, INC.
CORVALLIS DISPOSAL CO.
COUNTY DISPOSAL (OHIO), INC.
COUNTY DISPOSAL, INC.
COUNTY LANDFILL, INC.
XXXXXXXX SANITARY SERVICE, INC.
CWI OF ILLINOIS, INC.
CWI OF MISSOURI, INC.
DALLAS DISPOSAL CO.
DELTA CONTAINER CORPORATION
DELTA DADE RECYCLING CORP.
DELTA PAPER STOCK, CO.
DELTA RESOURCES CORP.
DELTA SITE DEVELOPMENT CORP.
DELTA WASTE CORP.
XXXXXXX WASTE SYSTEMS II, INC.
DENVER RL NORTH, INC.
DTC MANAGEMENT, INC.
EAGLE INDUSTRIES LEASING, INC.
EAST CHICAGO COMPOST FACILITY, INC.
ECDC ENVIRONMENTAL OF HUMBOLDT COUNTY, INC.
ECDC HOLDINGS, INC.
ELDER CREEK TRANSFER & RECOVERY, INC.
ENVIROCYCLE, INC.
ENVIRONMENTAL DEVELOPMENT CORP. [DE]
ENVIRONMENTAL RECLAMATION COMPANY
ENVIRONTECH, INC.
EVERGREEN SCAVENGER SERVICE, INC.
X. X. XxXXXXXX RUBBISH REMOVAL INC.
FLL, INC.
FORWARD, INC.
XXXX XXXXXXX TRUCKING CO., INC.
X. XXX XXXXX DISPOSAL INC.
GEK, INC.
GENERAL REFUSE ROLLOFF CORP.
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Corporations | |||
GEORGIA RECYCLING SERVICES, INC.
GOLDEN BEAR TRANSFER SERVICES, INC.
GOLDEN WASTE DISPOSAL, INC.
GRANTS PASS SANITATION, INC.
GREAT LAKES DISPOSAL SERVICE, INC.
GULFCOAST WASTE SERVICE, INC.
HARLAND’S SANITARY LANDFILL, INC.
HONEYGO RUN RECLAMATION CENTER, INC.
ILLINOIS LANDFILL, INC.
ILLINOIS RECYCLING SERVICES, INC.
ILLINOIS VALLEY RECYCLING, INC.
IMPERIAL LANDFILL, INC.
INDEPENDENT TRUCKING COMPANY
XXXXXX WASTE DISPOSAL, INC.
INTERNATIONAL DISPOSAL CORP. OF CALIFORNIA
ISLAND WASTE SERVICES LTD.
XXXXXX DISPOSAL, INC.
KANKAKEE QUARRY, INC.
XXXXXX CANYON LANDFILL COMPANY
XXXXXX DROP BOX, INC.
LA CAÑADA DISPOSAL COMPANY, INC.
LAKE XXXXXX LANDFILL, INC.
LANDCOMP CORPORATION
XXXXXXX SUNRISE SANITATION CORPORATION
XXX COUNTY LANDFILL, INC.
LIBERTY WASTE HOLDINGS, INC.
LOOP RECYCLING, INC.
LOOP TRANSFER, INCORPORATED
XXXXX XXXXX & SON, INC., SANITATION CONTRACTORS
XXXXX COUNTY LAND DEVELOPMENT, INC.
MANUMIT OF FLORIDA, INC.
XxXXXXXX RECYCLING, INC.
XxXXXXX WASTE SYSTEMS, INC.
MESA DISPOSAL, INC.
MIDWAY DEVELOPMENT COMPANY, INC.
MISSISSIPPI WASTE PAPER COMPANY
MOUNTAIN HOME DISPOSAL, INC.
NATIONSWASTE CATAWBA REGIONAL LANDFILL, INC.
NATIONSWASTE, INC.
GOLDEN BEAR TRANSFER SERVICES, INC.
GOLDEN WASTE DISPOSAL, INC.
GRANTS PASS SANITATION, INC.
GREAT LAKES DISPOSAL SERVICE, INC.
GULFCOAST WASTE SERVICE, INC.
HARLAND’S SANITARY LANDFILL, INC.
HONEYGO RUN RECLAMATION CENTER, INC.
ILLINOIS LANDFILL, INC.
ILLINOIS RECYCLING SERVICES, INC.
ILLINOIS VALLEY RECYCLING, INC.
IMPERIAL LANDFILL, INC.
INDEPENDENT TRUCKING COMPANY
XXXXXX WASTE DISPOSAL, INC.
INTERNATIONAL DISPOSAL CORP. OF CALIFORNIA
ISLAND WASTE SERVICES LTD.
XXXXXX DISPOSAL, INC.
KANKAKEE QUARRY, INC.
XXXXXX CANYON LANDFILL COMPANY
XXXXXX DROP BOX, INC.
LA CAÑADA DISPOSAL COMPANY, INC.
LAKE XXXXXX LANDFILL, INC.
LANDCOMP CORPORATION
XXXXXXX SUNRISE SANITATION CORPORATION
XXX COUNTY LANDFILL, INC.
LIBERTY WASTE HOLDINGS, INC.
LOOP RECYCLING, INC.
LOOP TRANSFER, INCORPORATED
XXXXX XXXXX & SON, INC., SANITATION CONTRACTORS
XXXXX COUNTY LAND DEVELOPMENT, INC.
MANUMIT OF FLORIDA, INC.
XxXXXXXX RECYCLING, INC.
XxXXXXX WASTE SYSTEMS, INC.
MESA DISPOSAL, INC.
MIDWAY DEVELOPMENT COMPANY, INC.
MISSISSIPPI WASTE PAPER COMPANY
MOUNTAIN HOME DISPOSAL, INC.
NATIONSWASTE CATAWBA REGIONAL LANDFILL, INC.
NATIONSWASTE, INC.
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Corporations | |||
NCORP, INC.
NEW XXXXXX LANDFILL COMPANY, INC.
NEWCO WASTE SYSTEMS OF NEW JERSEY, INC.
NOBLE ROAD LANDFILL, INC.
NORTHLAKE TRANSFER, INC.
NORTHWEST TENNESSEE DISPOSAL CORPORATION
OAKLAND HEIGHTS DEVELOPMENT, INC.
OHIO REPUBLIC CONTRACTS, II, INC.
OHIO REPUBLIC CONTRACTS, INC.
OSCAR’S COLLECTION SYSTEM OF FREMONT, INC.
OTAY LANDFILL, INC.
OTTAWA COUNTY LANDFILL, INC.
PALOMAR TRANSFER STATION, INC.
XXXXXXX REAL ESTATE COMPANY
XXXXXXX & SONS, INC.
PINAL COUNTY LANDFILL CORP.
PITTSBURG COUNTY LANDFILL, INC.
PORT CLINTON LANDFILL, INC.
PORTABLE STORAGE CO.
XXXXXX COUNTY LANDFILL, INC.
PRICE & SONS RECYCLING COMPANY
X.X. XXXXXX ENTERPRISES, INC.
X.X. XXXXXX REFUSE SERVICE INC.
RABANCO RECYCLING, INC.
RABANCO, LTD.
XXXXXX LANDFILL, INC.
RCS, INC.
RELIABLE DISPOSAL, INC.
REPUBLIC DUMPCO, INC.
REPUBLIC ENVIRONMENTAL TECHNOLOGIES, INC.
REPUBLIC SERVICES AVIATION, INC.
REPUBLIC SERVICES FINANCIAL LP, INC.
REPUBLIC SERVICES HOLDING COMPANY, INC.
REPUBLIC SERVICES OF CALIFORNIA HOLDING COMPANY, INC.
REPUBLIC SERVICES OF FLORIDA GP, INC.
REPUBLIC SERVICES OF FLORIDA LP, INC.
REPUBLIC SERVICES OF INDIANA LP, INC.
REPUBLIC SERVICES OF MICHIGAN HOLDING COMPANY, INC.
NEW XXXXXX LANDFILL COMPANY, INC.
NEWCO WASTE SYSTEMS OF NEW JERSEY, INC.
NOBLE ROAD LANDFILL, INC.
NORTHLAKE TRANSFER, INC.
NORTHWEST TENNESSEE DISPOSAL CORPORATION
OAKLAND HEIGHTS DEVELOPMENT, INC.
OHIO REPUBLIC CONTRACTS, II, INC.
OHIO REPUBLIC CONTRACTS, INC.
OSCAR’S COLLECTION SYSTEM OF FREMONT, INC.
OTAY LANDFILL, INC.
OTTAWA COUNTY LANDFILL, INC.
PALOMAR TRANSFER STATION, INC.
XXXXXXX REAL ESTATE COMPANY
XXXXXXX & SONS, INC.
PINAL COUNTY LANDFILL CORP.
PITTSBURG COUNTY LANDFILL, INC.
PORT CLINTON LANDFILL, INC.
PORTABLE STORAGE CO.
XXXXXX COUNTY LANDFILL, INC.
PRICE & SONS RECYCLING COMPANY
X.X. XXXXXX ENTERPRISES, INC.
X.X. XXXXXX REFUSE SERVICE INC.
RABANCO RECYCLING, INC.
RABANCO, LTD.
XXXXXX LANDFILL, INC.
RCS, INC.
RELIABLE DISPOSAL, INC.
REPUBLIC DUMPCO, INC.
REPUBLIC ENVIRONMENTAL TECHNOLOGIES, INC.
REPUBLIC SERVICES AVIATION, INC.
REPUBLIC SERVICES FINANCIAL LP, INC.
REPUBLIC SERVICES HOLDING COMPANY, INC.
REPUBLIC SERVICES OF CALIFORNIA HOLDING COMPANY, INC.
REPUBLIC SERVICES OF FLORIDA GP, INC.
REPUBLIC SERVICES OF FLORIDA LP, INC.
REPUBLIC SERVICES OF INDIANA LP, INC.
REPUBLIC SERVICES OF MICHIGAN HOLDING COMPANY, INC.
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Corporations | |||
REPUBLIC SERVICES REAL ESTATE HOLDING, INC.
REPUBLIC SILVER STATE DISPOSAL, INC.
REPUBLIC WASTE SERVICES OF TEXAS GP, INC.
REPUBLIC WASTE SERVICES OF TEXAS LP, INC.
RESOURCE RECOVERY, INC.
RI/ALAMEDA CORP.
RICHMOND SANITARY SERVICE, INC.
RISK SERVICES, INC.
ROCK ROAD INDUSTRIES, INC.
XXXX BROS. WASTE & RECYCLING CO.
XXXXXXX SANITARY SERVICE, INC.
XXXXXX LANDFILL, INC.
ROYAL HOLDINGS, INC.
S & S RECYCLING, INC.
SALINE COUNTY LANDFILL, INC.
SAN MARCOS NCRRF, INC.
XXXXX HOLLOW LANDFILL CORP.
SANGAMON VALLEY LANDFILL, INC.
SANITARY DISPOSAL SERVICE, INC.
SAUK TRAIL DEVELOPMENT, INC.
XXXXXXXXX CORPORATION OF ORLANDO
SHRED — ALL RECYCLING SYSTEMS INC.
XXXXXX GARBAGE COMPANY
SOURCE RECYCLING, INC.
SOUTHERN ILLINOIS REGIONAL LANDFILL, INC.
STANDARD DISPOSAL SERVICES, INC.
STANDARD ENVIRONMENTAL SERVICES, INC.
STANDARD WASTE, INC.
STREATOR AREA LANDFILL, INC.
SUBURBAN TRANSFER, INC. [IL]
SUBURBAN WAREHOUSE, INC.
SUMMIT WASTE SYSTEMS, INC.
SUNRISE SANITATION SERVICE, INC.
SUNSET DISPOSAL SERVICE, INC.
SUNSET DISPOSAL, INC.
SYCAMORE LANDFILL, INC.
XXXX’X TRANSFER SYSTEMS, INC.
TAY-BAN CORPORATION
XXXXXX RIDGE LANDFILL, INC.
REPUBLIC SILVER STATE DISPOSAL, INC.
REPUBLIC WASTE SERVICES OF TEXAS GP, INC.
REPUBLIC WASTE SERVICES OF TEXAS LP, INC.
RESOURCE RECOVERY, INC.
RI/ALAMEDA CORP.
RICHMOND SANITARY SERVICE, INC.
RISK SERVICES, INC.
ROCK ROAD INDUSTRIES, INC.
XXXX BROS. WASTE & RECYCLING CO.
XXXXXXX SANITARY SERVICE, INC.
XXXXXX LANDFILL, INC.
ROYAL HOLDINGS, INC.
S & S RECYCLING, INC.
SALINE COUNTY LANDFILL, INC.
SAN MARCOS NCRRF, INC.
XXXXX HOLLOW LANDFILL CORP.
SANGAMON VALLEY LANDFILL, INC.
SANITARY DISPOSAL SERVICE, INC.
SAUK TRAIL DEVELOPMENT, INC.
XXXXXXXXX CORPORATION OF ORLANDO
SHRED — ALL RECYCLING SYSTEMS INC.
XXXXXX GARBAGE COMPANY
SOURCE RECYCLING, INC.
SOUTHERN ILLINOIS REGIONAL LANDFILL, INC.
STANDARD DISPOSAL SERVICES, INC.
STANDARD ENVIRONMENTAL SERVICES, INC.
STANDARD WASTE, INC.
STREATOR AREA LANDFILL, INC.
SUBURBAN TRANSFER, INC. [IL]
SUBURBAN WAREHOUSE, INC.
SUMMIT WASTE SYSTEMS, INC.
SUNRISE SANITATION SERVICE, INC.
SUNSET DISPOSAL SERVICE, INC.
SUNSET DISPOSAL, INC.
SYCAMORE LANDFILL, INC.
XXXX’X TRANSFER SYSTEMS, INC.
TAY-BAN CORPORATION
XXXXXX RIDGE LANDFILL, INC.
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Corporations | |||
TENNESSEE UNION COUNTY LANDFILL, INC.
THE ECOLOGY GROUP, INC.
XXXXXX DISPOSAL SERVICE, INC.
XXX XXXXXXX’X DISPOSAL SERVICE, INC.
TOTAL SOLID WASTE RECYCLERS, INC.
TRICIL (N.Y.), INC.
TRI-COUNTY REFUSE SERVICE, INC.
TRI-STATE RECYCLING SERVICES, INC.
TRI-STATE REFUSE CORPORATION
UNITED DISPOSAL SERVICE, INC.
UPPER ROCK ISLAND COUNTY LANDFILL, INC.
VALLEY LANDFILLS, INC.
XXXXXX DISPOSAL SERVICE, INC.
WASATCH REGIONAL LANDFILL, INC.
WASTE CONTROL SYSTEMS, INC.
WASTE SERVICES OF NEW YORK, INC.
WASTEHAUL, INC.
XXXXX COUNTY LANDFILL IL, INC.
WDTR, INC.
WEST CONTRA COSTA ENERGY RECOVERY COMPANY
WEST CONTRA COSTA SANITARY LANDFILL, INC.
WEST COUNTY LANDFILL, INC.
WEST COUNTY RESOURCE RECOVERY, INC.
WILLAMETTE RESOURCES, INC.
XXXXXXXX COUNTY LANDFILL INC.
WJR ENVIRONMENTAL, INC.
WOODLAKE SANITARY SERVICE, INC.
ZAKAROFF SERVICES
THE ECOLOGY GROUP, INC.
XXXXXX DISPOSAL SERVICE, INC.
XXX XXXXXXX’X DISPOSAL SERVICE, INC.
TOTAL SOLID WASTE RECYCLERS, INC.
TRICIL (N.Y.), INC.
TRI-COUNTY REFUSE SERVICE, INC.
TRI-STATE RECYCLING SERVICES, INC.
TRI-STATE REFUSE CORPORATION
UNITED DISPOSAL SERVICE, INC.
UPPER ROCK ISLAND COUNTY LANDFILL, INC.
VALLEY LANDFILLS, INC.
XXXXXX DISPOSAL SERVICE, INC.
WASATCH REGIONAL LANDFILL, INC.
WASTE CONTROL SYSTEMS, INC.
WASTE SERVICES OF NEW YORK, INC.
WASTEHAUL, INC.
XXXXX COUNTY LANDFILL IL, INC.
WDTR, INC.
WEST CONTRA COSTA ENERGY RECOVERY COMPANY
WEST CONTRA COSTA SANITARY LANDFILL, INC.
WEST COUNTY LANDFILL, INC.
WEST COUNTY RESOURCE RECOVERY, INC.
WILLAMETTE RESOURCES, INC.
XXXXXXXX COUNTY LANDFILL INC.
WJR ENVIRONMENTAL, INC.
WOODLAKE SANITARY SERVICE, INC.
ZAKAROFF SERVICES
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Corporations | |||
Republic
Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
Signature Page
Amendment No. 2 to Credit Agreement (2007)
Signature Page
XXXXXXXX, INC.
| By: | /s/ Xxxxx X. Xxxxx, Xx. | |||
| Name: | Xxxxx X. Xxxxx, Xx. | |||
| Title: | President | |||
Republic
Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
Signature Page
Amendment No. 2 to Credit Agreement (2007)
Signature Page
THE FOLLOWING LIMITED LIABILITY COMPANIES, AS GUARANTORS:
AGRICULTURAL ACQUISITIONS, LLC
ALLIED GAS RECOVERY SYSTEMS, L.L.C.
ALLIED SERVICES, LLC
ALLIED TRANSFER SYSTEMS OF NEW JERSEY, LLC
ALLIED WASTE ENVIRONMENTAL MANAGEMENT GROUP, LLC
ALLIED WASTE NIAGARA FALLS LANDFILL, LLC
ALLIED WASTE OF NEW JERSEY-NEW YORK, LLC
ALLIED WASTE RECYCLING SERVICES OF NEW HAMPSHIRE, LLC
ALLIED WASTE SERVICES OF MASSACHUSETTS, LLC
ALLIED WASTE SERVICES OF NORTH AMERICA, LLC
ALLIED WASTE SYCAMORE LANDFILL, LLC
ALLIED WASTE SYSTEMS OF ARIZONA, LLC
ALLIED WASTE SYSTEMS OF COLORADO, LLC
ALLIED WASTE SYSTEMS OF INDIANA, LLC
ALLIED WASTE SYSTEMS OF MICHIGAN, LLC
ALLIED WASTE SYSTEMS OF MONTANA, LLC
ALLIED WASTE SYSTEMS OF NEW JERSEY, LLC
ALLIED WASTE SYSTEMS OF NORTH CAROLINA, LLC
ALLIED WASTE SYSTEMS OF PENNSYLVANIA, LLC
ALLIED WASTE TRANSFER SERVICES OF ARIZONA, LLC
ALLIED WASTE TRANSFER SERVICES OF CALIFORNIA, LLC
ALLIED WASTE TRANSFER SERVICES OF FLORIDA, LLC
ALLIED WASTE TRANSFER SERVICES OF IOWA, LLC
ALLIED WASTE TRANSFER SERVICES OF LIMA, LLC
ALLIED WASTE TRANSFER SERVICES OF NEW YORK, LLC
ALLIED WASTE TRANSFER SERVICES OF NORTH CAROLINA, LLC
ALLIED WASTE TRANSFER SERVICES OF OREGON, LLC
ALLIED WASTE TRANSFER SERVICES OF RHODE ISLAND, LLC
ANSON COUNTY LANDFILL NC, LLC
ARIANA, LLC
AUTAUGA COUNTY LANDFILL, LLC
AWIN LEASING II, LLC
BFGSI, L.L.C.
BFI TRANSFER SYSTEMS OF ALABAMA, LLC
BFI TRANSFER SYSTEMS OF DC, LLC
BFI TRANSFER SYSTEMS OF GEORGIA, LLC
BFI TRANSFER SYSTEMS OF MARYLAND, LLC
ALLIED GAS RECOVERY SYSTEMS, L.L.C.
ALLIED SERVICES, LLC
ALLIED TRANSFER SYSTEMS OF NEW JERSEY, LLC
ALLIED WASTE ENVIRONMENTAL MANAGEMENT GROUP, LLC
ALLIED WASTE NIAGARA FALLS LANDFILL, LLC
ALLIED WASTE OF NEW JERSEY-NEW YORK, LLC
ALLIED WASTE RECYCLING SERVICES OF NEW HAMPSHIRE, LLC
ALLIED WASTE SERVICES OF MASSACHUSETTS, LLC
ALLIED WASTE SERVICES OF NORTH AMERICA, LLC
ALLIED WASTE SYCAMORE LANDFILL, LLC
ALLIED WASTE SYSTEMS OF ARIZONA, LLC
ALLIED WASTE SYSTEMS OF COLORADO, LLC
ALLIED WASTE SYSTEMS OF INDIANA, LLC
ALLIED WASTE SYSTEMS OF MICHIGAN, LLC
ALLIED WASTE SYSTEMS OF MONTANA, LLC
ALLIED WASTE SYSTEMS OF NEW JERSEY, LLC
ALLIED WASTE SYSTEMS OF NORTH CAROLINA, LLC
ALLIED WASTE SYSTEMS OF PENNSYLVANIA, LLC
ALLIED WASTE TRANSFER SERVICES OF ARIZONA, LLC
ALLIED WASTE TRANSFER SERVICES OF CALIFORNIA, LLC
ALLIED WASTE TRANSFER SERVICES OF FLORIDA, LLC
ALLIED WASTE TRANSFER SERVICES OF IOWA, LLC
ALLIED WASTE TRANSFER SERVICES OF LIMA, LLC
ALLIED WASTE TRANSFER SERVICES OF NEW YORK, LLC
ALLIED WASTE TRANSFER SERVICES OF NORTH CAROLINA, LLC
ALLIED WASTE TRANSFER SERVICES OF OREGON, LLC
ALLIED WASTE TRANSFER SERVICES OF RHODE ISLAND, LLC
ANSON COUNTY LANDFILL NC, LLC
ARIANA, LLC
AUTAUGA COUNTY LANDFILL, LLC
AWIN LEASING II, LLC
BFGSI, L.L.C.
BFI TRANSFER SYSTEMS OF ALABAMA, LLC
BFI TRANSFER SYSTEMS OF DC, LLC
BFI TRANSFER SYSTEMS OF GEORGIA, LLC
BFI TRANSFER SYSTEMS OF MARYLAND, LLC
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Limited Liability Companies |
|||
Republic
Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
Signature Page
Amendment No. 2 to Credit Agreement (2007)
Signature Page
BFI TRANSFER SYSTEMS OF MASSACHUSETTS, LLC
BFI TRANSFER SYSTEMS OF MISSISSIPPI, LLC
BFI TRANSFER SYSTEMS OF PENNSYLVANIA, LLC
BFI TRANSFER SYSTEMS OF VIRGINIA, LLC
BFI WASTE SERVICES OF PENNSYLVANIA, LLC
BFI WASTE SERVICES OF TENNESSEE, LLC
BFI WASTE SERVICES, LLC
BFI WASTE SYSTEMS OF ALABAMA, LLC
BFI WASTE SYSTEMS OF ARKANSAS, LLC
BFI WASTE SYSTEMS OF GEORGIA, LLC
BFI WASTE SYSTEMS OF KENTUCKY, LLC
BFI WASTE SYSTEMS OF LOUISIANA, LLC
BFI WASTE SYSTEMS OF MASSACHUSETTS, LLC
BFI WASTE SYSTEMS OF MISSISSIPPI, LLC
BFI WASTE SYSTEMS OF MISSOURI, LLC
BFI WASTE SYSTEMS OF NORTH AMERICA, LLC
BFI WASTE SYSTEMS OF NORTH CAROLINA, LLC
BFI WASTE SYSTEMS OF OKLAHOMA, LLC
BFI WASTE SYSTEMS OF SOUTH CAROLINA, LLC
BFI WASTE SYSTEMS OF TENNESSEE, LLC
BFI WASTE SYSTEMS OF VIRGINIA, LLC
BRIDGETON LANDFILL, LLC
BRIDGETON TRANSFER STATION, LLC
XXXXXXXX-XXXXXX INDUSTRIES, LLC
BRUNSWICK WASTE MANAGEMENT FACILITY, LLC
XXXXXX COUNTY LANDFILL, LLC
C & C EXPANDED SANITARY LANDFILL, LLC
CACTUS WASTE SYSTEMS, LLC
CARBON LIMESTONE LANDFILL, LLC
CENTRAL VIRGINIA PROPERTIES, LLC
XXXXXXX LANDFILL, LLC
CONSOLIDATED DISPOSAL SERVICE, L.L.C.
CONTINENTAL WASTE INDUSTRIES, L.L.C.
COUNTY ENVIRONMENTAL LANDFILL, LLC
COUNTY LAND DEVELOPMENT LANDFILL, LLC
XXXXXXXX XXXXX LANDFILL, LLC
CRESCENT ACRES LANDFILL, LLC
CUMBERLAND COUNTY DEVELOPMENT COMPANY, LLC
D & L DISPOSAL, L.L.C.
E LEASING COMPANY, LLC
BFI TRANSFER SYSTEMS OF MISSISSIPPI, LLC
BFI TRANSFER SYSTEMS OF PENNSYLVANIA, LLC
BFI TRANSFER SYSTEMS OF VIRGINIA, LLC
BFI WASTE SERVICES OF PENNSYLVANIA, LLC
BFI WASTE SERVICES OF TENNESSEE, LLC
BFI WASTE SERVICES, LLC
BFI WASTE SYSTEMS OF ALABAMA, LLC
BFI WASTE SYSTEMS OF ARKANSAS, LLC
BFI WASTE SYSTEMS OF GEORGIA, LLC
BFI WASTE SYSTEMS OF KENTUCKY, LLC
BFI WASTE SYSTEMS OF LOUISIANA, LLC
BFI WASTE SYSTEMS OF MASSACHUSETTS, LLC
BFI WASTE SYSTEMS OF MISSISSIPPI, LLC
BFI WASTE SYSTEMS OF MISSOURI, LLC
BFI WASTE SYSTEMS OF NORTH AMERICA, LLC
BFI WASTE SYSTEMS OF NORTH CAROLINA, LLC
BFI WASTE SYSTEMS OF OKLAHOMA, LLC
BFI WASTE SYSTEMS OF SOUTH CAROLINA, LLC
BFI WASTE SYSTEMS OF TENNESSEE, LLC
BFI WASTE SYSTEMS OF VIRGINIA, LLC
BRIDGETON LANDFILL, LLC
BRIDGETON TRANSFER STATION, LLC
XXXXXXXX-XXXXXX INDUSTRIES, LLC
BRUNSWICK WASTE MANAGEMENT FACILITY, LLC
XXXXXX COUNTY LANDFILL, LLC
C & C EXPANDED SANITARY LANDFILL, LLC
CACTUS WASTE SYSTEMS, LLC
CARBON LIMESTONE LANDFILL, LLC
CENTRAL VIRGINIA PROPERTIES, LLC
XXXXXXX LANDFILL, LLC
CONSOLIDATED DISPOSAL SERVICE, L.L.C.
CONTINENTAL WASTE INDUSTRIES, L.L.C.
COUNTY ENVIRONMENTAL LANDFILL, LLC
COUNTY LAND DEVELOPMENT LANDFILL, LLC
XXXXXXXX XXXXX LANDFILL, LLC
CRESCENT ACRES LANDFILL, LLC
CUMBERLAND COUNTY DEVELOPMENT COMPANY, LLC
D & L DISPOSAL, L.L.C.
E LEASING COMPANY, LLC
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Limited Liability Companies |
|||
Republic
Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
Signature Page
Amendment No. 2 to Credit Agreement (2007)
Signature Page
ECDC ENVIRONMENTAL, L.C.
XXXXX XXXXX LANDFILL MO, LLC
ENVOTECH-ILLINOIS L.L.C.
EVERGREEN SCAVENGER SERVICE, L.L.C.
FLINT HILL ROAD, LLC
FOREST VIEW LANDFILL, LLC
FRONTIER WASTE SERVICES (COLORADO), LLC
FRONTIER WASTE SERVICES (UTAH), LLC
FRONTIER WASTE SERVICES OF LOUISIANA L.L.C.
GATEWAY LANDFILL, LLC
GENERAL REFUSE SERVICE OF OHIO, L.L.C.
GREAT PLAINS LANDFILL OK, LLC
GREENRIDGE RECLAMATION, LLC
GREENRIDGE WASTE SERVICES, LLC
H LEASING COMPANY, LLC
XXXXXXX COUNTY DEVELOPMENT COMPANY, LLC
XXXXXXXX COUNTY LANDFILL, LLC
XXXXXXX COUNTY LANDFILL, LLC
JEFFERSON CITY LANDFILL, LLC
XXXXXXXXX XXXXXX DEVELOPMENT COMPANY, LLC
XXXXXX ENTERPRISES, LLC
XXX COUNTY LANDFILL SC, LLC
LEMONS LANDFILL, LLC
LIBERTY WASTE SERVICES LIMITED, L.L.C.
LIBERTY WASTE SERVICES OF ILLINOIS, L.L.C.
LIBERTY WASTE SERVICES OF XxXXXX, L.L.C.
LITTLE CREEK LANDING, LLC
LOCAL SANITATION OF ROWAN COUNTY, L.L.C.
LORAIN COUNTY LANDFILL, LLC
XXXXX COUNTY LANDFILL, LLC
MADISON COUNTY DEVELOPMENT, LLC
MENANDS ENVIRONMENTAL SOLUTIONS, LLC
MISSOURI CITY LANDFILL, LLC
N LEASING COMPANY, LLC
NEW YORK WASTE SERVICES, LLC
NORTHEAST LANDFILL, LLC
OBSCURITY LAND DEVELOPMENT, LLC
OKLAHOMA CITY LANDFILL, L.L.C.
PACKERTON LAND COMPANY, L.L.C.
PINECREST LANDFILL OK, LLC
POLK COUNTY LANDFILL, LLC
XXXXX XXXXX LANDFILL MO, LLC
ENVOTECH-ILLINOIS L.L.C.
EVERGREEN SCAVENGER SERVICE, L.L.C.
FLINT HILL ROAD, LLC
FOREST VIEW LANDFILL, LLC
FRONTIER WASTE SERVICES (COLORADO), LLC
FRONTIER WASTE SERVICES (UTAH), LLC
FRONTIER WASTE SERVICES OF LOUISIANA L.L.C.
GATEWAY LANDFILL, LLC
GENERAL REFUSE SERVICE OF OHIO, L.L.C.
GREAT PLAINS LANDFILL OK, LLC
GREENRIDGE RECLAMATION, LLC
GREENRIDGE WASTE SERVICES, LLC
H LEASING COMPANY, LLC
XXXXXXX COUNTY DEVELOPMENT COMPANY, LLC
XXXXXXXX COUNTY LANDFILL, LLC
XXXXXXX COUNTY LANDFILL, LLC
JEFFERSON CITY LANDFILL, LLC
XXXXXXXXX XXXXXX DEVELOPMENT COMPANY, LLC
XXXXXX ENTERPRISES, LLC
XXX COUNTY LANDFILL SC, LLC
LEMONS LANDFILL, LLC
LIBERTY WASTE SERVICES LIMITED, L.L.C.
LIBERTY WASTE SERVICES OF ILLINOIS, L.L.C.
LIBERTY WASTE SERVICES OF XxXXXX, L.L.C.
LITTLE CREEK LANDING, LLC
LOCAL SANITATION OF ROWAN COUNTY, L.L.C.
LORAIN COUNTY LANDFILL, LLC
XXXXX COUNTY LANDFILL, LLC
MADISON COUNTY DEVELOPMENT, LLC
MENANDS ENVIRONMENTAL SOLUTIONS, LLC
MISSOURI CITY LANDFILL, LLC
N LEASING COMPANY, LLC
NEW YORK WASTE SERVICES, LLC
NORTHEAST LANDFILL, LLC
OBSCURITY LAND DEVELOPMENT, LLC
OKLAHOMA CITY LANDFILL, L.L.C.
PACKERTON LAND COMPANY, L.L.C.
PINECREST LANDFILL OK, LLC
POLK COUNTY LANDFILL, LLC
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Limited Liability Companies |
|||
Republic
Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
Signature Page
Amendment No. 2 to Credit Agreement (2007)
Signature Page
PRINCE GEORGE’S COUNTY LANDFILL, LLC
REPUBLIC OHIO CONTRACTS, LLC
REPUBLIC SERVICES GROUP, LLC
REPUBLIC SERVICES OF ARIZONA HAULING, LLC
REPUBLIC SERVICES OF CALIFORNIA II, LLC
REPUBLIC SERVICES OF COLORADO HAULING, LLC
REPUBLIC SERVICES OF COLORADO I, LLC
REPUBLIC SERVICES OF GEORGIA GP, LLC
REPUBLIC SERVICES OF GEORGIA LP, LLC
REPUBLIC SERVICES OF INDIANA TRANSPORTATION, LLC
REPUBLIC SERVICES OF KENTUCKY, LLC
REPUBLIC SERVICES OF MICHIGAN HAULING, LLC
REPUBLIC SERVICES OF MICHIGAN I, LLC
REPUBLIC SERVICES OF MICHIGAN II, LLC
REPUBLIC SERVICES OF MICHIGAN III, LLC
REPUBLIC SERVICES OF MICHIGAN IV, LLC
REPUBLIC SERVICES OF MICHIGAN V, LLC
REPUBLIC SERVICES OF NEW JERSEY, LLC
REPUBLIC SERVICES OF NORTH CAROLINA, LLC
REPUBLIC SERVICES OF OHIO HAULING, LLC
REPUBLIC SERVICES OF OHIO I, LLC
REPUBLIC SERVICES OF OHIO II, LLC
REPUBLIC SERVICES OF OHIO III, LLC
REPUBLIC SERVICES OF OHIO IV, LLC
REPUBLIC SERVICES OF PENNSYLVANIA, LLC
REPUBLIC SERVICES OF SOUTH CAROLINA, LLC
REPUBLIC SERVICES OF SOUTHERN CALIFORNIA, LLC
REPUBLIC SERVICES OF VIRGINIA, LLC
REPUBLIC SERVICES OF WISCONSIN GP, LLC
REPUBLIC SERVICES OF WISCONSIN LP, LLC
REPUBLIC SERVICES VASCO ROAD, LLC
REPUBLIC WASTE SERVICES OF SOUTHERN CALIFORNIA, LLC
RITM, LLC
RUBBISH CONTROL, LLC
S LEASING COMPANY, LLC
SAN DIEGO LANDFILL SYSTEMS, LLC
SAND VALLEY HOLDINGS, L.L.C.
SHOW-ME LANDFILL, LLC
SOUTHEAST LANDFILL, LLC
ST. XXXXXXX XXXXXX DEVELOPMENT COMPANY, LLC
REPUBLIC OHIO CONTRACTS, LLC
REPUBLIC SERVICES GROUP, LLC
REPUBLIC SERVICES OF ARIZONA HAULING, LLC
REPUBLIC SERVICES OF CALIFORNIA II, LLC
REPUBLIC SERVICES OF COLORADO HAULING, LLC
REPUBLIC SERVICES OF COLORADO I, LLC
REPUBLIC SERVICES OF GEORGIA GP, LLC
REPUBLIC SERVICES OF GEORGIA LP, LLC
REPUBLIC SERVICES OF INDIANA TRANSPORTATION, LLC
REPUBLIC SERVICES OF KENTUCKY, LLC
REPUBLIC SERVICES OF MICHIGAN HAULING, LLC
REPUBLIC SERVICES OF MICHIGAN I, LLC
REPUBLIC SERVICES OF MICHIGAN II, LLC
REPUBLIC SERVICES OF MICHIGAN III, LLC
REPUBLIC SERVICES OF MICHIGAN IV, LLC
REPUBLIC SERVICES OF MICHIGAN V, LLC
REPUBLIC SERVICES OF NEW JERSEY, LLC
REPUBLIC SERVICES OF NORTH CAROLINA, LLC
REPUBLIC SERVICES OF OHIO HAULING, LLC
REPUBLIC SERVICES OF OHIO I, LLC
REPUBLIC SERVICES OF OHIO II, LLC
REPUBLIC SERVICES OF OHIO III, LLC
REPUBLIC SERVICES OF OHIO IV, LLC
REPUBLIC SERVICES OF PENNSYLVANIA, LLC
REPUBLIC SERVICES OF SOUTH CAROLINA, LLC
REPUBLIC SERVICES OF SOUTHERN CALIFORNIA, LLC
REPUBLIC SERVICES OF VIRGINIA, LLC
REPUBLIC SERVICES OF WISCONSIN GP, LLC
REPUBLIC SERVICES OF WISCONSIN LP, LLC
REPUBLIC SERVICES VASCO ROAD, LLC
REPUBLIC WASTE SERVICES OF SOUTHERN CALIFORNIA, LLC
RITM, LLC
RUBBISH CONTROL, LLC
S LEASING COMPANY, LLC
SAN DIEGO LANDFILL SYSTEMS, LLC
SAND VALLEY HOLDINGS, L.L.C.
SHOW-ME LANDFILL, LLC
SOUTHEAST LANDFILL, LLC
ST. XXXXXXX XXXXXX DEVELOPMENT COMPANY, LLC
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Limited Liability Companies |
|||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
Signature Page
Amendment No. 2 to Credit Agreement (2007)
Signature Page
ST. XXXXXX LANDFILL, LLC
TOTAL ROLL-OFFS, L.L.C.
XXXXX COUNTY LAND DEVELOPMENT, LLC
XXXXX DEVELOPERS, LLC
WEBSTER PARISH LANDFILL, L.L.C.
WILLOW RIDGE LANDFILL, LLC
TOTAL ROLL-OFFS, L.L.C.
XXXXX COUNTY LAND DEVELOPMENT, LLC
XXXXX DEVELOPERS, LLC
WEBSTER PARISH LANDFILL, L.L.C.
WILLOW RIDGE LANDFILL, LLC
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | As Treasurer of each of the foregoing Limited Liability Companies |
|||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
Signature Page
Amendment No. 2 to Credit Agreement (2007)
Signature Page
THE FOLLOWING LIMITED PARTNERSHIPS, AS GUARANTORS:
REPUBLIC SERVICES FINANCIAL, LIMITED PARTNERSHIP
| By: | REPUBLIC SILVER STATE DISPOSAL, INC., as General Partner |
|||
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | Treasurer | |||
REPUBLIC SERVICES OF FLORIDA, LIMITED PARTNERSHIP
| By: | REPUBLIC SERVICES OF FLORIDA GP, INC., as General Partner |
|||
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | Treasurer | |||
REPUBLIC SERVICES OF GEORGIA, LIMITED PARTNERSHIP
| By: | REPUBLIC SERVICES OF GEORGIA GP, LLC, as General Partner |
|||
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | Treasurer | |||
REPUBLIC SERVICES OF INDIANA, LIMITED PARTNERSHIP
| By: | REPUBLIC SERVICES, INC., as General Partner | |||
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | Senior Vice President, Treasurer | |||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
Signature Page
Amendment No. 2 to Credit Agreement (2007)
Signature Page
REPUBLIC SERVICES OF WISCONSIN, LIMITED PARTNERSHIP
| By: | REPUBLIC SERVICES OF WISCONSIN GP, LLC, as General Partner |
|||
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | Treasurer | |||
RWS TRANSPORT, L.P.
| By: | REPUBLIC WASTE SERVICES OF TEXAS GP, INC., as General Partner |
|||
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | Treasurer | |||
REPUBLIC WASTE SERVICES OF TEXAS, LTD.
| By: | REPUBLIC WASTE SERVICES OF TEXAS GP, INC., as General Partner |
|||
| By: | /s/ Xxxxxx X. Xxxx, III | |||
| Name: | Xxxxxx X. Xxxx, III | |||
| Title: | Treasurer | |||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
Signature Page
Amendment No. 2 to Credit Agreement (2007)
Signature Page
ABILENE LANDFILL TX, LP
BFI TRANSFER SYSTEMS OF TEXAS, LP
BFI WASTE SERVICES OF INDIANA, LP
BFI WASTE SERVICES OF TEXAS, LP
BFI WASTE SYSTEMS OF INDIANA, LP
BLUE RIDGE LANDFILL TX, LP
BRENHAM TOTAL ROLL-OFFS, LP
CAMELOT LANDFILL TX, LP
CEFE LANDFILL TX, XX
XXXX LANDFILL TX, L.P.
DESARROLLO DEL RANCHO LA XXXXXX TX, LP
EL CENTRO LANDFILL, X.X.
XXXXX COUNTY LANDFILL TX, LP
FORT WORTH LANDFILL TX, LP
FRONTIER WASTE SERVICES, L.P.
GALVESTON COUNTY LANDFILL TX, XX
XXXXX ROAD LANDFILL TX, LP
GOLDEN TRIANGLE LANDFILL TX, XX
XXXXXXXXX LANDFILL TX, LP
GULF WEST LANDFILL TX, LP
ITASCA LANDFILL TX, LP
KERRVILLE LANDFILL TX, LP
LEWISVILLE LANDFILL TX, LP
MARS ROAD TX, XX
XxXXXXX ROAD LANDFILL TX, LP
MESQUITE LANDFILL TX, LP
MEXIA LANDFILL TX, LP
PANAMA ROAD LANDFILL, TX, L.P.
PINE HILL FARMS LANDFILL TX, LP
PLEASANT OAKS LANDFILL TX, LP
RIO GRANDE VALLEY LANDFILL TX, LP
ROYAL OAKS LANDFILL TX, LP
SOUTH CENTRAL TEXAS LAND CO. TX, LP
SOUTHWEST LANDFILL TX, XX
XXXXXXX ROAD LANDFILL TX, LP
BFI TRANSFER SYSTEMS OF TEXAS, LP
BFI WASTE SERVICES OF INDIANA, LP
BFI WASTE SERVICES OF TEXAS, LP
BFI WASTE SYSTEMS OF INDIANA, LP
BLUE RIDGE LANDFILL TX, LP
BRENHAM TOTAL ROLL-OFFS, LP
CAMELOT LANDFILL TX, LP
CEFE LANDFILL TX, XX
XXXX LANDFILL TX, L.P.
DESARROLLO DEL RANCHO LA XXXXXX TX, LP
EL CENTRO LANDFILL, X.X.
XXXXX COUNTY LANDFILL TX, LP
FORT WORTH LANDFILL TX, LP
FRONTIER WASTE SERVICES, L.P.
GALVESTON COUNTY LANDFILL TX, XX
XXXXX ROAD LANDFILL TX, LP
GOLDEN TRIANGLE LANDFILL TX, XX
XXXXXXXXX LANDFILL TX, LP
GULF WEST LANDFILL TX, LP
ITASCA LANDFILL TX, LP
KERRVILLE LANDFILL TX, LP
LEWISVILLE LANDFILL TX, LP
MARS ROAD TX, XX
XxXXXXX ROAD LANDFILL TX, LP
MESQUITE LANDFILL TX, LP
MEXIA LANDFILL TX, LP
PANAMA ROAD LANDFILL, TX, L.P.
PINE HILL FARMS LANDFILL TX, LP
PLEASANT OAKS LANDFILL TX, LP
RIO GRANDE VALLEY LANDFILL TX, LP
ROYAL OAKS LANDFILL TX, LP
SOUTH CENTRAL TEXAS LAND CO. TX, LP
SOUTHWEST LANDFILL TX, XX
XXXXXXX ROAD LANDFILL TX, LP
| By: | Allied Waste Landfill Holdings, Inc., as General | |||||||
| Partner of the foregoing limited partnerships | ||||||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||||||
| Name: | Xxxxxx X. Xxxx, III | |||||||
| Title: | Treasurer | |||||||
Republic Services, Inc.
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TURKEY CREEK LANDFILL TX, LP
VICTORIA LANDFILL TX, LP
WHISPERING PINES LANDFILL TX, LP
VICTORIA LANDFILL TX, LP
WHISPERING PINES LANDFILL TX, LP
| By: | Allied Waste Landfill Holdings, Inc., as General | |||||||
| Partner of the foregoing limited partnerships | ||||||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||||||
| Name: | Xxxxxx X. Xxxx, III | |||||||
| Title: | Treasurer | |||||||
BFI ENERGY SYSTEMS OF SOUTHEASTERN CONNECTICUT, LIMITED PARTNERSHIP
| By: | BFI Energy Systems of Southeastern Connecticut, | |||||||
| Inc., as General Partner | ||||||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||||||
| Name: | Xxxxxx X. Xxxx, III | |||||||
| Title: | Treasurer | |||||||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
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THE FOLLOWING GENERAL PARTNERSHIPS, AS GUARANTORS:
OCEANSIDE WASTE AND RECYCLING SERVICES
OCEANSIDE WASTE AND RECYCLING SERVICES
| By: | REPUBLIC SERVICES, INC., Partner | |||||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||||||
| Name: | Xxxxxx X. Xxxx, III | |||||||
| Title: | Senior Vice President, Treasurer | |||||||
| By: | ZAKAROFF SERVICES, Partner | |||||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||||||
| Name: | Xxxxxx X. Xxxx, III | |||||||
| Title: | Treasurer | |||||||
XXXXXX COUNTY DEVELOPMENT COMPANY
CLINTON COUNTY LANDFILL PARTNERSHIP
COUNTY LINE LANDFILL PARTNERSHIP
ILLIANA DISPOSAL PARTNERSHIP
JASPER COUNTY DEVELOPMENT COMPANY PARTNERSHIP
KEY WASTE INDIANA PARTNERSHIP
LAKE COUNTY C & D DEVELOPMENT PARTNERSHIP
XXXXXX COUNTY LANDFILL PARTNERSHIP
SPRINGFIELD ENVIRONMENTAL GENERAL PARTNERSHIP
TIPPECANOE COUNTY WASTE SERVICES PARTNERSHIP
XXXXXXX COUNTY DEVELOPMENT COMPANY
CLINTON COUNTY LANDFILL PARTNERSHIP
COUNTY LINE LANDFILL PARTNERSHIP
ILLIANA DISPOSAL PARTNERSHIP
JASPER COUNTY DEVELOPMENT COMPANY PARTNERSHIP
KEY WASTE INDIANA PARTNERSHIP
LAKE COUNTY C & D DEVELOPMENT PARTNERSHIP
XXXXXX COUNTY LANDFILL PARTNERSHIP
SPRINGFIELD ENVIRONMENTAL GENERAL PARTNERSHIP
TIPPECANOE COUNTY WASTE SERVICES PARTNERSHIP
XXXXXXX COUNTY DEVELOPMENT COMPANY
| By: | Allied Waste North America, Inc., as General Partner of the foregoing general partnerships | |||||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||||||
| Name: | Xxxxxx X. Xxxx, III | |||||||
| Title: | Treasurer | |||||||
| By: | Allied Waste Landfill Holdings, Inc., as General | |||||||
| Partner of the foregoing general partnerships | ||||||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||||||
| Name: | Xxxxxx X. Xxxx, III | |||||||
| Title: | Treasurer | |||||||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
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XXXXXX VALLEY LANDFILL GENERAL PARTNERSHIP
BLUE RIDGE LANDFILL GENERAL PARTNERSHIP
GREEN VALLEY LANDFILL GENERAL PARTNERSHIP
XXXXXXXX LANDFILL GENERAL PARTNERSHIP
BLUE RIDGE LANDFILL GENERAL PARTNERSHIP
GREEN VALLEY LANDFILL GENERAL PARTNERSHIP
XXXXXXXX LANDFILL GENERAL PARTNERSHIP
| By: | Allied Waste North America, Inc., as General Partner of the foregoing general partnerships | |||||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||||||
| Name: | Xxxxxx X. Xxxx, III | |||||||
| Title: | Treasurer | |||||||
| By: | Xxxxxxxx-Xxxxxx Industries of Tennessee, Inc., as General Partner of the foregoing general partnerships | |||||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||||||
| Name: | Xxxxxx X. Xxxx, III | |||||||
| Title: | Treasurer | |||||||
RABANCO COMPANIES
| By: | Rabanco, Ltd., as General Partner of the foregoing general partnership | |||||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||||||
| Name: | Xxxxxx X. Xxxx, III | |||||||
| Title: | Treasurer | |||||||
| By: | Rabanco Recycling, Inc., as General Partner of the foregoing general partnership | |||||||
| By: | /s/ Xxxxxx X. Xxxx, III | |||||||
| Name: | Xxxxxx X. Xxxx, III | |||||||
| Title: | Treasurer | |||||||
Republic Services, Inc.
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Amendment No. 2 to Credit Agreement (2007)
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| BANK OF AMERICA, N.A., as Administrative Agent |
||||
| By: | /s/ Xxxxx X. Xxxx | |||
| Name: | Xxxxx X. Xxxx | |||
| Title: | Managing Director | |||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
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| BANK OF AMERICA, N.A., as a Lender, L/C Issuer and Swing Line Lender |
||||
| By: | /s/ Xxxxx X. Xxxx | |||
| Name: | Xxxxx X. Xxxx | |||
| Title: | Managing Director | |||
Republic Services, Inc.
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Amendment No. 2 to Credit Agreement (2007)
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| CITIBANK, N.A. |
||||
| By: | /s/ Xxxxxxx Xxxxxx | |||
| Name: | Xxxxxxx Xxxxxx | |||
| Title: | Vice President | |||
Republic Services, Inc.
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| JPMORGAN CHASE BANK, N.A., as a Lender and L/C Issuer |
||||
| By: | /s/ Xxxx X. Xxxx | |||
| Name: | Xxxx X. Xxxx | |||
| Title: | Vice President | |||
Republic Services, Inc.
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| BARCLAYS BANK PLC |
||||
| By: | /s/ Xxxx Xxxxxx | |||
| Name: | Xxxx Xxxxxx | |||
| Title: | Assistant Vice President | |||
Republic Services, Inc.
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| SUNTRUST BANK, as a Lender and L/C Issuer |
||||
| By: | /s/ Xxxxxxx X. Xxxx, III | |||
| Name: | Xxxxxxx X. Xxxx, III | |||
| Title: | Managing Director | |||
Republic Services, Inc.
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Amendment No. 2 to Credit Agreement (2007)
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| BNP PARIBAS |
||||
| By: | /s/ Xxxx Xxxxxxx | |||
| Name: | Xxxx Xxxxxxx | |||
| Title: | Managing Director | |||
| By: | /s/ Xxxxxxx Xxxxxx | |||
| Name: | Xxxxxxx Xxxxxx | |||
| Title: | Director | |||
Republic Services, Inc.
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| UNION BANK N.A. |
||||
| By: | /s/ Xxxxxx Xxxx | |||
| Name: | Xxxxxx Xxxx | |||
| Title: | Vice President | |||
Republic Services, Inc.
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Amendment No. 2 to Credit Agreement (2007)
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| COMERICA BANK, as a Lender and L/C Issuer |
||||
| By: | /s/ Xxxxxx Xxxxxx | |||
| Name: | Xxxxxx Xxxxxx | |||
| Title: | Assistant Vice President | |||
Republic Services, Inc.
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Amendment No. 2 to Credit Agreement (2007)
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| KBC BANK N.V. |
|||||
| By: | |||||
| Name: | |||||
| Title: | |||||
Republic Services, Inc.
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MIZUHO CORPORATE BANK, LTD. |
||||
| By: | /s/ Xxxx Mo | |||
| Name: | Xxxx Mo | |||
| Title: | Authorized Signatory | |||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
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WACHOVIA BANK, NATIONAL ASSOCIATION |
||||
| By: | /s/ Xxxxxx X. Xxxxxxx | |||
| Name: | Xxxxxx X. Xxxxxxx | |||
| Title: | Sr. Vice President | |||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
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XXXXX FARGO BANK, NATIONAL ASSOCIATION as a Lender and L/C Issuer |
||||
| By: | /s/ Xxxxxx X. Xxxxxxx | |||
| Name: | Xxxxxx X. Xxxxxxx | |||
| Title: | Sr. VP | |||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
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THE BANK OF NEW YORK MELLON (formerly known as The Bank of New York) |
||||
| By: | /s/ Xxxxxx Xxxxxx | |||
| Name: | Xxxxxx Xxxxxx | |||
| Title: | Vice President | |||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
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| XXXXXXXX STREET COMMITMENT CORPORATION |
||||
| By: | /s/ Xxxx Xxxxxxxx | |||
| Name: | Xxxx Xxxxxxxx | |||
| Title: | Authorized Signatory | |||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
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| THE BANK OF NOVA SCOTIA |
||||
| By: | /s/ Xxxxxx X. Xxxxxx | |||
| Name: | Xxxxxx X. Xxxxxx | |||
| Title: | Director | |||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
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| U.S. BANK NATIONAL ASSOCIATION |
||||
| By: | /s/ Xxxxx Xxxxx | |||
| Name: | Xxxxx Xxxxx | |||
| Title: | Vice President | |||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
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| UNICREDIT BANCA DI ROMA SpA, NEW YORK BRANCH |
||||
| By: | /s/ Xxxx Xxxxxxxx | |||
| Name: | Xxxx Xxxxxxxx | |||
| Title: | First Vice President | |||
| By: | /s/ Xxxxxxxx X. Xxxxxxx | |||
| Name: | Xxxxxxxx X. Xxxxxxx | |||
| Title: | Managing Director | |||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
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Annex I
EXHIBIT D
FORM OF COMPLIANCE CERTIFICATE
Financial Statement Date:
,
| To: Bank of America, N.A., as Administrative Agent |
Ladies and Gentlemen:
Reference is made to that certain Credit Agreement, dated as of April 26, 2007 (as amended,
restated, extended, supplemented or otherwise modified in writing from time to time, the
“Agreement;” the terms defined therein being used herein as therein defined), among
Republic Services, Inc., a Delaware corporation (the “Borrower”), the Lenders from time to
time party thereto, and Bank of America, N.A., as Administrative Agent, L/C Issuer and Swing Line
Lender.
The undersigned Responsible Officer hereby certifies as of the date hereof that he/she is the
of the Borrower, and that, as such, he/she is authorized to execute and deliver this Certificate to
the Administrative Agent on the behalf of the Borrower, and that:
[Use following paragraph 1 for fiscal year-end financial statements]
1. The Borrower has delivered the year-end audited financial statements required by
Section 6.01(a) of the Agreement for the fiscal year of the Borrower ended as of the above
date, together with the report of an independent certified public accountant required by such
section.
[Use following paragraph 1 for fiscal quarter-end financial statements]
1. The Borrower has delivered the unaudited financial statements required by Section
6.01(b) of the Agreement for the fiscal quarter of the Borrower ended as of the above date.
Such financial statements fairly present, in accordance with GAAP (subject to the absence of
footnotes and to ordinary, good faith year-end audit adjustments), the financial position and the
results of operations of the Borrower and its Subsidiaries as of such date and for such period.
2. The undersigned has reviewed and is familiar with the terms of the Agreement and has made,
or has caused to be made under his/her supervision, a detailed review of the transactions and
condition (financial or otherwise) of the Borrower during the accounting period covered by such
financial statements.
3. A review of the activities of the Borrower during such fiscal period has been made under
the supervision of the undersigned with a view to determining whether during such fiscal period the
Borrower performed and observed all its Obligations under the Loan Documents, and
Republic Services, Inc.
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Amendment No. 2 to Credit Agreement (2007)
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[select one:]
[to the best knowledge of the undersigned, during such fiscal period, the Borrower performed
and observed each covenant and condition of the Loan Documents applicable to it, and no Default has
occurred and is continuing.]
—or—
[to the best knowledge of the undersigned, during such fiscal period the following covenants
or conditions have not been performed or observed and the following is a list of each such Default
and its nature and status:]
4. The representations and warranties of the Borrower contained in Article V of the
Agreement, and any representations and warranties of the Borrower that are contained in any Loan
Document or other document furnished at any time under or in connection with the Loan Documents,
are true and correct on and as of the date hereof, except to the extent that such representations
and warranties specifically refer to an earlier date, in which case they are true and correct as of
such earlier date, and except that for purposes of this Compliance Certificate, the representations
and warranties contained in subsection (a) of Section 5.11 of the Agreement shall be deemed
to refer to the most recent statements furnished pursuant to clause (a) of Section 6.01 of
the Agreement, including the statements in connection with which this Compliance Certificate is
delivered.
5. The financial covenant analyses and information set forth on Schedule 1 attached
hereto are true and accurate on and as of the date of this Certificate.
IN WITNESS WHEREOF, the undersigned has executed this Certificate as of
,
.
|
REPUBLIC SERVICES, INC. |
|||||
| By: | |||||
| Name: | |||||
| Title: | |||||
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
Annex I
For the Quarter/Year ended
(“Statement Date”)
SCHEDULE 1
to the Compliance Certificate
($ in 000’s)
to the Compliance Certificate
($ in 000’s)
I. Subsection 7.01(a): Consolidated Interest Coverage Ratio
| A. | Consolidated EBITDA for Computation Period: | ||||||||||
| (1) | Consolidated Net Income for Computation Period: | $ | |||||||||
| (2) | Consolidated Interest Expense for Computation Period: | $ | |||||||||
| (3) | taxes on income for Computation Period: | $ | |||||||||
| (4) | amortization and depreciation for Computation Period: | $ | |||||||||
| (5) | [environmental remediation charges during Computation Period associated with environmental conditions at the CountryWide Recycling and Disposal Facility as more particularly described in the Borrower’s Form 10-Q filed with the SEC on August 8, 2008 (not to exceed $69,000,000 in the aggregate during all Computation Periods): | $ | ] | ||||||||
| [(6) | reasonably documented costs and expenses incurred during Computation Period in connection with the Allied Acquisition (not to exceed $50,000,000 in the aggregate through the first anniversary of the consummation of the Allied Acquisition): | $ | ] | ||||||||
| [(7) | reasonably documented transition costs during Computation Period in connection with the Allied Acquisition (not to exceed $146,000,000 in the aggregate through the first anniversary of the consummation of the Allied Acquisition or $36,000,000 in the twelve (12) month period after such first anniversary ): | $ | ]1 | ||||||||
| [(8) | non-cash charges associated with the assumption and early extinguishment of Indebtedness of Allied assumed in connection with the Allied Acquisition: | $ | ] | ||||||||
| [(9)] | Lines II.D.(1)+(2)+(3)+(4)+(5)[+(6)+(7)+(8)]: | $ | |||||||||
| B. | Consolidated Interest Expense for Computation Period: | $ | |||||||||
| C. | Line I.A.[(9)] divided by Line I.B.: | ____________ to 1.00 | |||||||||
(Line I.C. must not be less than 3.00 to 1.00)
| 1 | Bracketed text to be deleted if not applicable during Computation Period and bracketed cross-references appropriately updated. |
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
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Amendment No. 2 to Credit Agreement (2007)
Annex I
II. Subsection 7.01(b): Total Debt to EBITDA Ratio
| A. | Total Debt as of last day of Computation Period: | $ | |||||||||
| B. | Restricted Cash as of last day of Computation Period: | $ | |||||||||
| C. | Line II.A. minus Line II.B.: | $ | |||||||||
| D. | Consolidated EBITDA for Computation Period2: | ||||||||||
| (1) | Consolidated Net Income for Computation Period: | $ | |||||||||
| (2) | Consolidated Interest Expense for Computation Period: | $ | |||||||||
| (3) | taxes on income for Computation Period: | $ | |||||||||
| (4) | amortization and depreciation for Computation Period: | $ | |||||||||
| (5) | [environmental remediation charges during Computation Period associated with environmental conditions at the CountryWide Recycling and Disposal Facility as more particularly described in the Borrower’s Form 10-Q filed with the SEC on August 8, 2008 (not to exceed $69,000,000 in the aggregate during all Computation Periods): | $ | ] | ||||||||
| [(6) | reasonably documented costs and expenses incurred during Computation Period in connection with the Allied Acquisition (not to exceed $50,000,000 in the aggregate through the first anniversary of the consummation of the Allied Acquisition): | $ | ] | ||||||||
| [(7) | reasonably documented transition costs during Computation Period in connection with the Allied Acquisition (not to exceed $146,000,000 in the aggregate through the first anniversary of the consummation of the Allied Acquisition or $36,000,000 in the twelve (12) month period after such first anniversary ): | $ | ]3 | ||||||||
| [(8) | non-cash charges associated with the assumption and early extinguishment of Indebtedness of Allied assumed in connection with the Allied Acquisition: | $ | ] | ||||||||
| [(9)] | Lines II.D.(1)+(2)+(3)+(4)+(5)[+(6)+(7)+(8)]: | $ | |||||||||
| E. | Line II.C. divided by Line II.D.[9]: | _______________to 1.00 | |||||||||
(Line II.E must not be greater than (i) 4.00 to 1.00 for any Computation Period on or before March
31, 2010, or (ii) 3.25 to 1.00 for any Computation Period thereafter)
31, 2010, or (ii) 3.25 to 1.00 for any Computation Period thereafter)
| 2 | To the extent that any Acquisition has been consummated during a Computation Period, Consolidated EBITDA shall be computed on a pro forma basis in accordance with Article 11 of Regulation S-X of the SEC or in a manner otherwise approved by the Administrative Agent only for the purpose of determining the Total Debt to EBITDA Ratio. | |
| 3 | Bracketed text to be deleted if not applicable during Computation Period and bracketed cross-references appropriately updated. |
Republic Services, Inc.
Amendment No. 2 to Credit Agreement (2007)
Annex I
Amendment No. 2 to Credit Agreement (2007)
Annex I
