EASTMAN KODAK COMPANY, the GUARANTORS party hereto and THE BANK OF NEW YORK MELLON, as Trustee and Second Lien Collateral Agent INDENTURE Dated as of March 15, 2011 10.625% Senior Secured Notes due March 15, 2019Supplemental Indenture • March 21st, 2011 • Eastman Kodak Co • Photographic equipment & supplies • New York
INDENTURE, dated as of March 15, 2011 (as amended, supplemented or otherwise modified from time to time, this “Indenture”), among EASTMAN KODAK COMPANY, a New Jersey corporation (as further defined herein, the “Company”), the Guarantors party hereto and The Bank of New York Mellon, as trustee (in such capacity, the “Trustee”) and as collateral agent (in such capacity, the “Second Lien Collateral Agent”).
SECURITY AGREEMENT SUPPLEMENTSecurity Agreement Supplement • March 21st, 2011 • Eastman Kodak Co • Photographic equipment & supplies • New York
This Security Agreement Supplement, dated as of March 15, 2011 (this “Security Agreement Supplement”), is being delivered in connection with the Security Agreement for the purpose of adding the additional assets described herein to the Collateral.
JOINDER TO COLLATERAL TRUST AGREEMENTCollateral Trust Agreement • March 21st, 2011 • Eastman Kodak Co • Photographic equipment & supplies • New York
Reference is made to the Collateral Trust Agreement, dated as of March 5, 2010 (as amended, restated, supplemented or otherwise modified from time to time, the “Collateral Trust Agreement”), among Eastman Kodak Company, a New Jersey corporation (the “Company”), the Guarantors listed on the signature pages thereto (the “Guarantors”) and certain former subsidiaries of the Company which were guarantors as of March 5, 2010, The Bank of New York Mellon, as Indenture Trustee, The Bank of New York Mellon, as Collateral Agent, and each other Person party thereto from time to time. Terms defined in the Collateral Trust Agreement and not otherwise defined herein are as defined in the Collateral Trust Agreement.
INTERCREDITOR AGREEMENT Dated as of March 5, 2010 among CITICORP USA, INC., as First Lien Representative, THE BANK OF NEW YORK MELLON, as Second Lien Representative, EASTMAN KODAK COMPANY and THE OTHER GRANTORS NAMED HEREINIntercreditor Agreement • March 21st, 2011 • Eastman Kodak Co • Photographic equipment & supplies • New York
This INTERCREDITOR AGREEMENT, dated as of March 5, 2010 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is entered into among CITICORP USA, INC., as agent for the First Lien Secured Parties (as hereinafter defined) (in such capacity, together with its successors and assigns, the “Initial First Lien Representative”), THE BANK OF NEW YORK MELLON, as collateral agent for the Second Lien Secured Parties (as hereinafter defined) (in such capacity, together with its successors and assigns, the “Second Lien Representative”), EASTMAN KODAK COMPANY, a New Jersey corporation (the “Company”), the other Grantors (as hereinafter defined) listed on the signature pages hereof and such other Persons as shall from time to time become party hereto.
