ACCO BRANDS CORPORATION as Issuer, and the Guarantors named herein 10.625% Senior Secured Notes due 2015 INDENTURE Dated as of September 30, 2009 U.S. Bank National Association,Indenture • October 6th, 2009 • Acco Brands Corp • Blankbooks, looseleaf binders & bookbindg & relatd work • New York
INDENTURE dated as of September 30, 2009 among ACCO BRANDS CORPORATION, a Delaware corporation (“ACCO” or the “Company”), the Guarantors (as defined herein) and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
COLLATERAL TRUST AGREEMENT dated as of September 30, 2009 among ACCO BRANDS CORPORATION, as Issuer the Guarantors from time to time party hereto, U.S. BANK NATIONAL ASSOCIATION, as Trustee under the Indenture, the other Secured Debt Representatives...Collateral Trust Agreement • October 6th, 2009 • Acco Brands Corp • Blankbooks, looseleaf binders & bookbindg & relatd work • New York
This Collateral Trust Agreement (this “Agreement”) is dated as of September 30, 2009, and is by and among ACCO Brands Corporation, a Delaware corporation (the “Issuer”), the Guarantors from time to time party hereto, U.S. Bank National Association, as trustee (in such capacity and together with its successors in such capacity, the “Trustee”), the other Secured Debt Representatives from time to time party hereto, and U.S. Bank National Association, as Collateral Trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”).
SECURITY AGREEMENT among ACCO BRANDS CORPORATION, CERTAIN OTHER SUBSIDIARIES OF ACCO BRANDS CORPORATION FROM TIME TO TIME PARTY HERETO and as COLLATERAL TRUSTEE Dated as of September 30, 2009Security Agreement • October 6th, 2009 • Acco Brands Corp • Blankbooks, looseleaf binders & bookbindg & relatd work • New York
WHEREAS, ACCO Brands Corporation (the “Issuer”), the other Assignors and U.S. Bank National Association, as trustee (together with any successor trustee, the “Indenture Trustee”), have entered into an Indenture, dated as of September 30, 2009 (as amended, modified, restated and/or supplemented from time to time, the “Indenture”), relating to the Issuer’s 10.625% Senior Secured Notes due 2015 (the “Senior Secured Notes”);
SYNDICATED FACILITY AGREEMENT – ABL REVOLVING FACILITY among ACCO BRANDS CORPORATION, CERTAIN OF ITS SUBSIDIARIES FROM TIME TO TIME PARTY HERETO, VARIOUS LENDERS, DEUTSCHE BANK AG NEW YORK BRANCH, as ADMINISTRATIVE AGENT, and DEUTSCHE BANK AG NEW YORK...Syndicated Facility Agreement • October 6th, 2009 • Acco Brands Corp • Blankbooks, looseleaf binders & bookbindg & relatd work • England and Wales
PLEDGE AGREEMENT among ACCO BRANDS CORPORATION, CERTAIN OTHER SUBSIDIARIES OF ACCO BRANDS CORPORATION FROM TIME TO TIME PARTY HERETO and U.S. BANK NATIONAL ASSOCIATION, as COLLATERAL TRUSTEE Dated as of September 30, 2009Pledge Agreement • October 6th, 2009 • Acco Brands Corp • Blankbooks, looseleaf binders & bookbindg & relatd work • New York
REGISTRATION RIGHTS AGREEMENT ACCO BRANDS CORPORATIONRegistration Rights Agreement • October 6th, 2009 • Acco Brands Corp • Blankbooks, looseleaf binders & bookbindg & relatd work • New York
ACCO Brands Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to Credit Suisse Securities (USA) LLC (“Credit Suisse”), Deutsche Bank Securities Inc., Banc of America Securities LLC, BMO Capital Markets Corp., Barclays Capital Inc., Barrington Research Associates, Inc., CJS Securities, Inc. and SunTrust Robinson Humphrey, Inc. (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement, dated September 21, 2009, between the Company, the Guarantors and the Initial Purchasers (the “Purchase Agreement”), U.S. $460,000,000 aggregate principal amount of its 10.625% Senior Secured Notes due 2015 (the “Initial Securities”) to be unconditionally guaranteed (the “Guarantees”) by the subsidiaries of the Company listed on Schedule A hereto (the “Guarantors”). The Initial Securities will be issued pursuant to an Indenture, dated as of September 30, 2009 (the “Indenture”) among the Company, the Guarantors and U.S. Bank National Association
INTERCREDITOR AGREEMENT dated as of September 30, 2009 among ACCO BRANDS CORPORATION the other GRANTORS from time to time party hereto, DEUTSCHE BANK AG NEW YORK BRANCH, as Collateral Agent under the Syndicated Facility Agreement – ABL Revolving...Intercreditor Agreement • October 6th, 2009 • Acco Brands Corp • Blankbooks, looseleaf binders & bookbindg & relatd work • New York
This INTERCREDITOR AGREEMENT is dated as of September 30, 2009, and is by and among ACCO BRANDS CORPORATION, a Delaware corporation (“Holdings”), the other GRANTORS from time to time party hereto, DEUTSCHE BANK AG NEW YORK BRANCH (in its individual capacity, and any successor corporation thereto by merger, consolidation or otherwise, “DBNY”), as collateral agent under the ABL Debt Documents (as defined below) (in such capacity and together with its successors and assigns in such capacity, the “Original ABL Agent”), and U.S. BANK NATIONAL ASSOCIATION (in its individual capacity, and any successor corporation thereto by merger, consolidation or otherwise, “U.S. Bank”) as collateral trustee under the Indenture (as defined below). Capitalized terms used herein but not otherwise defined herein shall have the meanings set forth in Section 1.01 below.
