0000950123-10-012315 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 12th, 2010 • Libbey Inc • Glass & glassware, pressed or blown • New York

This REGISTRATION RIGHTS AGREEMENT, dated February 8, 2010 (the “Agreement”), is entered into by and among Libbey Glass Inc., a Delaware corporation (the “Company”), Libbey Inc., a Delaware corporation, (“Holdings”), the subsidiary guarantors listed in Schedule 1 hereto (together with Holdings, the “Guarantors”) and the several initial purchasers listed in Schedule 2 hereto (the “Initial Purchasers”).

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INTERCREDITOR AGREEMENT
Intercreditor Agreement • February 12th, 2010 • Libbey Inc • Glass & glassware, pressed or blown • New York

This Intercreditor Agreement is dated as of February 8, 2010, and entered into by and among Libbey Glass Inc., a Delaware corporation (the “Company”), Libbey Inc., a Delaware corporation (“Holdings”), the Subsidiaries of the Company listed on the signature pages hereof (together with any subsidiary that becomes a party hereto after the date hereof, the “Company Subsidiaries”), JP Morgan Chase Bank, N.A., in its capacity as administrative agent under the Initial ABL Loan Agreement, including its successors and assigns from time to time (the “Initial ABL Agent”) and The Bank of New York Mellon Trust Company, N.A., as Trustee including, its successors and assigns from time to time (the “Notes Trustee”), not in its individual capacity, but solely in its capacity as trustee and collateral agent under the Notes Indenture. Capitalized terms used in this Agreement have the meanings assigned to them in Section 1.

AMENDED AND RESTATED CREDIT AGREEMENT dated as of February 8, 2010 among LIBBEY GLASS INC. and LIBBEY EUROPE B.V., each as a Borrower, LIBBEY INC., as a Loan Guarantor, The Other Loan Parties Party Hereto, The Lenders Party Hereto and JPMORGAN CHASE...
Credit Agreement • February 12th, 2010 • Libbey Inc • Glass & glassware, pressed or blown • New York

AMENDED AND RESTATED CREDIT AGREEMENT dated as of February 8, 2010 (as it may be amended or modified from time to time, this “Agreement”), among LIBBEY GLASS INC. and LIBBEY EUROPE B.V., as Borrowers, LIBBEY INC., as a Loan Guarantor, the other Loan Parties party thereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent with respect to the US Loans, J.P. MORGAN EUROPE LIMITED, as Administrative Agent with respect to the Netherlands Loans, BANK OF AMERICA, N.A. and BARCLAYS CAPITAL, as Co-Syndication Agents (the “Co-Syndication Agents”), and WACHOVIA CAPITAL FINANCE CORPORATION (NEW ENGLAND), as Documentation Agent (the “Documentation Agent”).

LIBBEY GLASS INC. AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. AS TRUSTEE 10% Senior Secured Notes due 2015 INDENTURE Dated as of February 8, 2010
Indenture • February 12th, 2010 • Libbey Inc • Glass & glassware, pressed or blown • New York

INDENTURE, dated as of February 8, 2010, among LIBBEY GLASS INC., a Delaware corporation (the “Company” or “Libbey Glass”), LIBBEY, INC. (“Parent”) and certain subsidiaries of the Company (the “Subsidiary Guarantors” and together with Libbey Inc., the “Note Guarantors”) from time to time parties hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, as Trustee (the “Trustee”).

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