FIRST LIEN TERM SECURITY AGREEMENT By FOAMEX L.P., as Borrower, and THE GUARANTORS PARTY HERETO and BANK OF AMERICA, N.A., as Collateral Agent Dated as of February 12, 2007Security Agreement • April 2nd, 2007 • Foamex International Inc • Plastics foam products
This FIRST LIEN TERM SECURITY AGREEMENT dated as of February 12, 2007 (as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”) made by and among FOAMEX L.P., a Delaware limited partnership (the “Borrower”), FOAMEX INTERNATIONAL INC., a Delaware corporation ( “Holdings”), and the other Guarantors listed on the signature pages hereto (together with Holdings, the “Original Guarantors”) or from time to time party hereto by execution of a Joinder Agreement (the “Additional Guarantors,” and together with the Original Guarantors, the “Guarantors”), as pledgors, assignors and debtors (the Borrower, together with the Guarantors, in such capacities and together with any successors in such capacities, the “Pledgors,” and each, a “Pledgor”), in favor of BANK OF AMERICA, N.A., in its capacity as collateral agent pursuant to the Credit Agreement (as hereinafter defined), as pledgee, assignee and secured party
EMPLOYMENT AGREEMENTEmployment Agreement • April 2nd, 2007 • Foamex International Inc • Plastics foam products • Pennsylvania
This Employment Agreement (“Agreement”) is dated February 12, 2007, and is entered into between Foamex International Inc., a Delaware corporation and its primary operating subsidiary Foamex L.P. (together with their subsidiaries, successors and assigns, collectively the “Company”), and Raymond E. Mabus, Jr. (“Executive”).
REVOLVING CREDIT SECURITY AGREEMENT By FOAMEX L.P., as Borrower, and THE GUARANTORS PARTY HERETO and BANK OF AMERICA, N.A., as Administrative Agent Dated as of February 12, 2007Revolving Credit Security Agreement • April 2nd, 2007 • Foamex International Inc • Plastics foam products
SECOND LIEN TERM CREDIT AGREEMENT Dated as of February 12, 2007 among FOAMEX L.P., as Borrower, FOAMEX INTERNATIONAL INC., as Parent Guarantor, BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent, and The Lenders Party Hereto BARCLAYS...Second Lien Term Credit Agreement • April 2nd, 2007 • Foamex International Inc • Plastics foam products • New York
This SECOND LIEN TERM CREDIT AGREEMENT (this “Agreement”) is entered into as of February 12, 2007, among FOAMEX L.P., a Delaware limited partnership (the “Borrower”), FOAMEX INTERNATIONAL INC., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) and Collateral Agent (in such capacity, the “Collateral Agent”).
OPERATING AGREEMENT of FMXI, LLCOperating Agreement • April 2nd, 2007 • Foamex International Inc • Plastics foam products • Delaware
This Operating Agreement (this “Agreement”) of FMXI, LLC, a Delaware limited liability company (the “Company”) is adopted and entered into by Foamex International Inc., a Delaware corporation, as sole member (the “Member”).
SIXTH AMENDMENT TO FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF FOAMEX L.P. Dated as of December 28, 2006 By and between FMXI, Inc. and FOAMEX INTERNATIONAL INC.Limited Partnership Agreement • April 2nd, 2007 • Foamex International Inc • Plastics foam products
THIS SIXTH AMENDMENT (the “Amendment”) is made as of December 28, 2006, by and between FMXI, Inc., Delaware corporation (“the “GP”), and Foamex International Inc., a Delaware corporation (“FII”), and amends the Fourth Amended and Restated Agreement of Limited Partnership of Foamex L.P., dated as of December 14, 1993, as amended on June 28, 1994, June 12, 1997, December 23, 1997, February 27, 1998 and March 25, 2002 (the “Fourth Partnership Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Fourth Partnership Agreement.
FMXI, LLC AMENDMENT TO OPERATING AGREEMENTOperating Agreement • April 2nd, 2007 • Foamex International Inc • Plastics foam products
The undersigned, being the sole managing member of FMXI, LLC, a Delaware limited liability company (the “Company”), has determined that it is in the best interest of the Company to amend the Company’s Operating Agreement, dated as of December 28, 2006 (the “Agreement”), and does hereby certify that Section 6 of the Agreement is hereby amended in accordance with Section 11 of the Agreement and, effective as of the date hereof, is restated in its entity to read as follows:
REVOLVING CREDIT AGREEMENT Dated as of February 12, 2007 Among FOAMEX L.P., as a Borrower and Guarantor, FOAMEX INTERNATIONAL INC., FMXI, LLC, FOAMEX CANADA INC., FOAMEX LATIN AMERICA, INC., FOAMEX MEXICO, INC., FOAMEX ASIA, INC. and FOAMEX CARPET...Revolving Credit Agreement • April 2nd, 2007 • Foamex International Inc • Plastics foam products • New York
FIRST LIEN TERM CREDIT AGREEMENT Dated as of February 12, 2007 among FOAMEX L.P. as Borrower, FOAMEX INTERNATIONAL INC., as Parent Guarantor, BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent, and The Lenders Party Hereto MORGAN...First Lien Term Credit Agreement • April 2nd, 2007 • Foamex International Inc • Plastics foam products • New York
This FIRST LIEN TERM CREDIT AGREEMENT (this “Agreement”) is entered into as of February 12, 2007, among FOAMEX L.P., a Delaware limited partnership (the “Borrower”), FOAMEX INTERNATIONAL INC., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) and Collateral Agent (in such capacity, the “Collateral Agent”).
