0000950123-11-034937 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 12th, 2011 • Primo Water Corp • Wholesale-groceries, general line • New York

This REGISTRATION RIGHTS AGREEMENT, dated as of April 11, 2011 (this “Agreement”), is made between Primo Water Corporation, a Delaware corporation (the “Company”), and Omnifrio Beverage Company, LLC, an Ohio limited liability company (“Omnifrio”). Certain capitalized terms used in this Agreement are defined in Section 7. All other capitalized terms used in this Agreement without definition shall have the meanings ascribed to such terms in the Purchase Agreement (as defined below).

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FIRST AMENDMENT AND CONSENT TO CREDIT AGREEMENT
Credit Agreement • April 12th, 2011 • Primo Water Corp • Wholesale-groceries, general line • New York

THIS FIRST AMENDMENT AND CONSENT TO CREDIT AGREEMENT (this “Amendment”), dated as of April 11, 2011, is by and among PRIMO WATER CORPORATION, a Delaware corporation (the “Company”), the other Borrowers identified on the signature pages hereto (together with the Company, collectively the “Borrowers”), the Guarantors identified on the signature pages hereto (collectively, the “Guarantors”), the Lenders party hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent on behalf of the Lenders under the Credit Agreement (as hereinafter defined) (in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement.

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