AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Dated: August 1, 2013 _________________________________________________________________ _________________________________________________________________ THE STANDARD REGISTER COMPANY, STANDARD REGISTER...Loan and Security Agreement • August 2nd, 2013 • Standard Register Co • Manifold business forms • New York
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT is made on August 1, 2013, by and among THE STANDARD REGISTER COMPANY, an Ohio corporation (individually and, in its capacity as the representative of the other Borrowers pursuant to Section 3.4 hereof, “SRC”), STANDARD REGISTER INTERNATIONAL, INC., an Ohio corporation (“SRI”), STANDARD REGISTER TECHNOLOGIES, INC., an Ohio corporation (“SRT”), IMEDCONSENT, LLC, a Delaware limited liability company (“iMed”), WORKFLOWONE LLC, a Delaware corporation (“Workflow”) and WORKFLOWONE OF PUERTO RICO INC (“Workflow PR”; and together with SRC, SRI, SRT, iMed and Workflow, each a “Borrower” and collectively, “Borrowers”); the various financial institutions listed on the signature pages hereof and their respective successors and permitted assigns which become “Lenders” as provided herein; and BANK OF AMERICA, N.A., a national banking association, in its capacity as collateral and administrative agent for the Lenders pursuant to Section 12 hereof
FORM OF VOTING AGREEMENTVoting Agreement • August 2nd, 2013 • Standard Register Co • Manifold business forms • Ohio
VOTING AGREEMENT (this “Agreement”), dated as of August 1, 2013, by and among The Standard Register Company, an Ohio corporation (“Company”), Silver Point Capital, L.P., as the Lenders’ Representative (in such capacity, the “Lenders’ Representative”) and each shareholder of the Company named on the signature pages hereto (each individually a “Shareholder” and, collectively, the “Shareholders”).
FORM OF AMENDED AND RESTATED EXECUTIVE SEVERANCE AGREEMENTExecutive Severance Agreement • August 2nd, 2013 • Standard Register Co • Manifold business forms • Ohio
This Amended and Restated Agreement is made the 1st day of August, 2013 (the “Effective Date”) by and between The Standard Register Company, an Ohio corporation (the “Company”) and ____________________ (the “Executive”).
SHAREHOLDERS AGREEMENTShareholders Agreement • August 2nd, 2013 • Standard Register Co • Manifold business forms • Ohio
SHAREHOLDERS AGREEMENT (this “Agreement”), dated as of August 1, 2013, by and among The Standard Register Company, an Ohio corporation (the “Company”), Silver Point Capital, L.P., as Minority Shareholder Representative (as defined below), the Majority Shareholders (as defined below), and the minority shareholders of the Company listed on Schedule A (each, a “Minority Shareholder” and, collectively, the “Minority Shareholders”).
REGISTRATION RIGHTS AGREEMENT by and among The Standard Register Company, Silver Point Capital, L.P.,as Minority Shareholder Representative, the Minority Shareholders listed on Schedule I and the Majority Shareholders listed on Schedule II Dated as of...Registration Rights Agreement • August 2nd, 2013 • Standard Register Co • Manifold business forms • Ohio
REGISTRATION RIGHTS AGREEMENT, dated as of August 1, 2013, by and among The Standard Register Company, an Ohio corporation (the “Company”), Silver Point Capital, L.P., as Minority Shareholder Representative (as defined below), the shareholders of the Company listed on Schedule I (each, a “Minority Shareholder” and, collectively, the “Minority Shareholders”) and the shareholders of the Company listed on Schedule II (each, a “Majority Shareholder” and, collectively, the “Majority Shareholders”; and, together with the Minority Shareholders, each a “Shareholder” and, collectively, the “Shareholders”).
SECOND LIEN CREDIT AGREEMENT, dated as of August 1, 2013, among THE STANDARD REGISTER COMPANY, as the New Borrower, WORKFLOWONE LLC, as the Existing Borrower, THE SUBSIDIARY GUARANTORS FROM TIME TO TIME PARTIES HERETO, as the Subsidiary Guarantors,...Second Lien Credit Agreement • August 2nd, 2013 • Standard Register Co • Manifold business forms
THIS SECOND LIEN CREDIT AGREEMENT, dated as of August 1, 2013 (this “Agreement”), is among THE STANDARD REGISTER COMPANY (the “New Borrower”), an Ohio corporation with its chief executive office and principal place of business at 600 Albany Street, Dayton, Ohio 45417, WORKFLOWONE LLC (the “Existing Borrower” and collectively with the New Borrower, the “Borrowers”), a Delaware limited liability company, STANDARD REGISTER INTERNATIONAL, INC., an Ohio corporation (“SRI”), STANDARD REGISTER TECHNOLOGIES, INC., an Ohio corporation (“SRT”), IMEDCONSENT, LLC, a Delaware limited liability company (“iMed”) and WORKFLOWONE OF PUERTO RICO INC., a Delaware corporation (“WorkflowOne PR”; and together with SRI, SRT and iMed, each an “Initial Guarantor” and collectively together with any additional Subsidiaries of the New Borrower who become a party hereto as Subsidiary Guarantors, the “ Subsidiary Guarantors” and collectively with the Borrowers, the “Credit Parties”); the various financial instituti
FORM OF PERFORMANCE RESTRICTED STOCK GRANT AGREEMENTPerformance Restricted Stock Grant Agreement • August 2nd, 2013 • Standard Register Co • Manifold business forms • Ohio
THIS AGREEMENT is made and entered into by and between THE STANDARD REGISTER COMPANY, an Ohio corporation (the “Company”), and ____________ (“Grantee”) on _____________, 20__.
FIRST LIEN CREDIT AGREEMENT, dated as of August 1, 2013, among THE STANDARD REGISTER COMPANY, as the New Borrower, WORKFLOWONE LLC, as the Existing Borrower, THE SUBSIDIARY GUARANTORS FROM TIME TO TIME PARTIES HERETO, as the Subsidiary Guarantors,...First Lien Credit Agreement • August 2nd, 2013 • Standard Register Co • Manifold business forms
THIS FIRST LIEN CREDIT AGREEMENT, dated as of August 1, 2013 (this “Agreement”), is among THE STANDARD REGISTER COMPANY (the “New Borrower”), an Ohio corporation with its chief executive office and principal place of business at 600 Albany Street, Dayton, Ohio 45417, WORKFLOWONE LLC (the “Existing Borrower” and collectively with the New Borrower, the “Borrowers”), a Delaware limited liability company, STANDARD REGISTER INTERNATIONAL, INC., an Ohio corporation (“SRI”), STANDARD REGISTER TECHNOLOGIES, INC., an Ohio corporation (“SRT”), IMEDCONSENT, LLC, a Delaware limited liability company (“iMed”) and WORKFLOWONE OF PUERTO RICO INC., a Delaware corporation (“WorkflowOne PR”; and together with SRI, SRT and iMed, each an “Initial Guarantor” and collectively together with any additional Subsidiaries of the New Borrower who become a party hereto as Subsidiary Guarantors, the “Subsidiary Guarantors” and collectively with the Borrowers, the “Credit Parties”); the various financial institution
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among The Standard Register Company, WorkflowOne LLC, and Workflow Holdings, LLC Dated August 1, 2013Membership Interest Purchase Agreement • August 2nd, 2013 • Standard Register Co • Manifold business forms • New York
MEMBERSHIP INTEREST PURCHASE AGREEMENT, dated as of August 1, 2013 (this “Agreement”), by and among The Standard Register Company, an Ohio corporation (“Buyer”), WorkflowOne LLC, a Delaware limited liability company (the “Company”) and Workflow Holdings, LLC, a Delaware limited liability company (“Seller”).
AMENDMENT AND RESTATEMENT AGREEMENT by and among THE STANDARD REGISTER COMPANY, WORKFLOW HOLDINGS, LLC, the First Lien Lenders listed on Annex A hereto, the Second Lien Lenders listed on Annex B hereto, SILVER POINT CAPITAL, L.P., as Lenders’...Amendment and Restatement Agreement • August 2nd, 2013 • Standard Register Co • Manifold business forms • New York
