0000950123-10-056361 Sample Contracts

FIRST AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York

THIS FIRST AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is dated as of July 24, 2008 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the “Borrower”), CAPITALSOURCE FINANCE LLC, as Administrative Agent (“Administrative Agent”), acting with the consent of the Requisite Lenders, GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Syndication Agent (together with its permitted successors and assigns in such capacity, “Syndication Agent”), for purposes of Section IV hereof, and the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the “Credit Agreement”; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrower, AZ CHEM US HOLDINGS INC., a Delaware corporation, the subsidiaries of U.S. Holdings named th

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SECOND AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York

THIS SECOND AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENT (this “Second Amendment”) is dated as of July 24, 2008 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the “U.S. Borrower”), ARIZONA CHEMICAL AB, a limited liability company organized under the laws of Sweden (“European Borrower”), GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Administrative Agent (“Administrative Agent”), acting with the consent of the Requisite Lenders and, for purposes of Section IV hereof, the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain FIRST LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the “Credit Agreement”; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrowers, ARIZONA CHEM SWEDEN HOLDINGS AB, a limited liability company organized under the laws of Sweden, the subsidiaries

SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 among AZ CHEM US INC., as Borrower, AZ CHEM US HOLDINGS INC. and CERTAIN SUBSIDIARIES OF AZ CHEM US HOLDINGS INC., as Guarantors, VARIOUS LENDERS, GOLDMAN SACHS CREDIT PARTNERS...
Counterpart Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of February 28, 2007, is entered into by and among AZ CHEM US INC., a Delaware corporation (“ Borrower”), AZ CHEM US HOLDINGS INC., a Delaware corporation (“U.S. Holdings”), CERTAIN SUBSIDIARIES OF U.S. HOLDINGS, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Syndication Agent (in such capacity, “Syndication Agent”), and CAPITALSOURCE FINANCE LLC (“CapitalSource”), as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”).

FIRST LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 among AZ CHEM US INC., as U.S. Borrower, PROSERPINA 1073 AB (under change of name to ARIZONA CHEM SWEDEN AB), as European Borrower, PROSERPINA 1072 AB (under change of name to...
Counterpart Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York

This FIRST LIEN CREDIT AND GUARANTY AGREEMENT, dated as of February 28, 2007, is entered into by and among AZ CHEM US INC., a Delaware corporation (“U.S. Borrower”), PROSERPINA 1073 AB (under change of name to ARIZONA CHEM SWEDEN AB), a limited liability company organized under the laws of Sweden (“European Borrower”, and, together with U.S. Borrower, the “Borrowers”), PROSERPINA 1072 AB (under change of name to ARIZONA CHEM SWEDEN HOLDINGS AB), a limited liability company organized under the laws of Sweden (“Holdings”), CERTAIN SUBSIDIARIES OF HOLDINGS, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Syndication Agent (in such capacity, “Syndication Agent”), Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”), and BANK OF AMERICA, N.A. “BANA”), as Documentation Agent (in such

FOURTH AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York

THIS FOURTH AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENT (this “Fourth Amendment”) is dated as of May 28, 2010 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the “U.S. Borrower”), ARIZONA CHEMICAL AKTIEBOLAG, a limited liability company organized under the laws of Sweden (“European Borrower”), GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Administrative Agent (“Administrative Agent”), acting with the consent of the Requisite Lenders and, for purposes of Section V hereof, the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain FIRST LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the “Credit Agreement”; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrowers, ARIZONA CHEM SWEDEN HOLDINGS AB, a limited liability company organized under the laws of Sweden (“Holdings”

SECOND AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York

THIS SECOND AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT (this “Second Amendment”) is dated as of May 28, 2010 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the “Borrower”), CAPITALSOURCE FINANCE LLC, as Administrative Agent (“Administrative Agent”), acting with the consent of the Requisite Lenders, GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Syndication Agent (together with its permitted successors and assigns in such capacity, “Syndication Agent”) and, for purposes of Section V hereof, the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the “Credit Agreement”; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrower, AZ CHEM US HOLDINGS INC., a Delaware corporation, the subsidiaries of U.S. Holdings na

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