COVALENCE SPECIALTY MATERIALS CORP., as Issuer, and the Guarantors named herein 10¼% Senior Subordinated Notes due 2016 INDENTURE Dated as of February 16, 2006 WELLS FARGO BANK, NATIONAL ASSOCIATION, as TrusteeIndenture • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • New York
INDENTURE dated as of February 16, 2006 among COVALENCE SPECIALTY MATERIALS CORP., a Delaware corporation (the “Company”), the Guarantors (as defined herein) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
AMENDED AND RESTATED INTERCREDITOR AGREEMENTIntercreditor Agreement • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • New York
THIS AMENDED AND RESTATED INTERCREDITOR AGREEMENT is amended and restated as of April 3, 2007, among CREDIT SUISSE, CAYMAN ISLANDS BRANCH (“Credit Suisse”) and BANK OF AMERICA, N.A., each in their capacity as First Lien Agent, WELLS FARGO BANK, N.A., as Trustee, BERRY PLASTICS GROUP, INC., a Delaware corporation (“Holdings”), COVALENCE SPECIALTY MATERIALS CORP., a Delaware corporation, which on the Closing Date shall be merged (the “Merger”) with and into BERRY PLASTICS HOLDING CORPORATION (“Berry”), with BERRY PLASTICS HOLDING CORPORATION surviving such Merger as a borrower under the Term Credit Agreement (as defined below), a borrower under the Revolving Credit Agreement (as defined below), and the obligor under the Notes (as defined below) (the “Company”), and each Subsidiary of the Company listed on Schedule I hereto or that becomes a party hereto pursuant to Section 8.21 below.
EMPLOYMENT AGREEMENTEmployment Agreement • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • Delaware
(this “Agreement”) dated as of May 26, 2006, between COVALENCE SPECIALTY MATERIALS CORP., a Delaware corporation (the “Company”) and LAYLE K. SMITH (the “Executive”).
AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of April 3, 2007, Among BERRY PLASTICS GROUP, INC., BERRY PLASTICS HOLDING CORPORATION and CERTAIN OF ITS SUBSIDIARIES PARTY HERETO as Borrowers, THE LENDERS PARTY HERETO, BANK OF AMERICA, N.A.,...Revolving Credit Agreement • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • New York
This AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT is entered into as of April 3, 2007 (this “Agreement”), among BERRY PLASTICS GROUP, INC., a Delaware corporation (“Holdings”), COVALENCE SPECIALTY MATERIALS CORP., a Delaware corporation (“Covalence”), which on the Closing Date shall be merged with and into Berry Plastics Holding Corporation, a Delaware corporation (“Berry”), with Berry surviving such merger (the “Company”), certain domestic Subsidiaries of the Company party hereto from time to time, the LENDERS party hereto from time to time, BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent for the Lenders, GOLDMAN SACHS CREDIT PARTNERS L.P., as syndication agent (in such capacity, the “Syndication Agent”), and CITIGROUP GLOBAL MARKETS INC., CREDIT SUISSE SECURITIES (USA) LLC, DEUTSCHE BANK SECURITIES INC., J.P. MORGAN SECURITIES INC., and LEHMAN BROTHERS INC. as co-documentation agents (in such capacities, the “Docum
SECOND AMENDED AND RESTATED TERM LOAN CREDIT AGREEMENT Dated as of April 3, 2007, Among BERRY PLASTICS GROUP, INC., BERRY PLASTICS HOLDING CORPORATION, as Borrower, THE LENDERS PARTY HERETO, CREDIT SUISSE, CAYMAN ISLANDS BRANCH as Collateral Agent and...Term Loan Credit Agreement • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • New York
This SECOND AMENDED AND RESTATED TERM LOAN CREDIT AGREEMENT is entered into as of April 3, 2007 (this “Agreement”), among BERRY PLASTICS GROUP, INC., a Delaware corporation (“Holdings”), COVALENCE SPECIALTY MATERIALS CORP. (“Covalence”), which on the Closing Date shall be merged with and into Berry Plastics Holding Corporation, a Delaware corporation (“Berry”), with Berry surviving such merger as the borrower (the “Borrower”), the LENDERS party hereto from time to time, CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as administrative agent and collateral agent (in such capacities, the “Administrative Agent”) for the Lenders, DEUTSCHE BANK SECURITIES INC., as syndication agent (in such capacity, the “Syndication Agent”), and BANC OF AMERICA, N.A., CITIGROUP NORTH AMERICA, INC., GOLDMAN SACHS CREDIT PARTNERS L.P., J.P. MORGAN SECURITIES INC., and LEHMAN BROTHERS INC. as co-documentation agents (in such capacities, the “Documentation Agents”).
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • New York
This SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) is dated as of April 3, 2007, among BERRY PLASTICS HOLDING CORPORATION (or its successor) (the “Company”), the existing guarantors identified on the signature pages hereto (the “Existing Guarantors”), the new guarantors identified on the signature pages hereto (the “New Guarantors”, and together with the Existing Guarantors, the “Guarantors”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
ContractCollateral Agreement • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec
SUPPLEMENT NO. 1 dated as of April 3, 2007 (this “Supplement”), to the Collateral Agreement dated as of September 20, 2006 (the “Collateral Agreement”), among BERRY PLASTICS HOLDING CORPORATION (the “Issuer”), each subsidiary of the Issuer identified herein as a party (each, a “Subsidiary Party”) and WELLS FARGO BANK, N.A., as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined therein).
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • New York
This FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”) is dated as of April 3, 2007, among COVALENCE SPECIALTY MATERIALS CORP. (or its successor) (the “Company”), the guarantors identified on the signature pages hereto (the “New Guarantors”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • New York
This SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”) is dated as of April 3, 2007, among COVALENCE SPECIALTY MATERIALS CORP. (or its successor) (the “Company”), BERRY PLASTICS HOLDING CORPORATION (“Berry”), the guarantors identified on the signature pages hereto (the “Guarantors”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
