0000950170-23-064855 Sample Contracts

WRKCO INC., as Issuer, and WESTROCK MWV, LLC, WESTROCK RKT, LLC and WESTROCK COMPANY, as Guarantors FOURTH SUPPLEMENTAL INDENTURE DATED AS OF SEPTEMBER 22, 2023 To INDENTURE DATED AS OF AUGUST 24, 2017 THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.,...
Fourth Supplemental Indenture • November 17th, 2023 • WestRock Co • Paperboard containers & boxes • New York

FOURTH SUPPLEMENTAL INDENTURE, dated as of September 22, 2023 (this “Supplemental Indenture”), by and among WRKCo Inc., a Delaware corporation (the “Issuer”), WestRock Company, a Delaware corporation (the “Parent”), WestRock MWV, LLC, a Delaware limited liability company (“MWV”), WestRock RKT, LLC, a Georgia limited liability company (“RKT” and, together with Parent and MWV, the “Guarantors”), and The Bank of New York Mellon Trust Company, N.A., a national banking association organized under the laws of the United States of America, as trustee (the “Trustee”).

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FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 17th, 2023 • WestRock Co • Paperboard containers & boxes • New York

This FIRST AMENDMENT, dated as of September 27, 2023 (this “Amendment”), is made by and among, WestRock Southeast, LLC, a Delaware limited liability company (“Borrower”), WestRock Company, a Delaware corporation (“WestRock”), WestRock RKT, LLC, a Georgia limited liability company (“RKT”), WRKCo Inc., a Delaware corporation (the “WRKCo”), WestRock MWV, LLC, a Delaware limited liability company (“MWV”), each of the Lenders signatory hereto, each of the Voting Participants signatory hereto and CoBank, ACB, as administrative agent (the “Administrative Agent”). Except as otherwise provided herein, capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement (as defined below).

first AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 17th, 2023 • WestRock Co • Paperboard containers & boxes • New York

This FIRST AMENDMENT, dated as of September 27, 2023 (this “Amendment”), is made by and among, WRK Luxembourg S.à r.l., incorporated under the laws of Luxembourg (“WRK Luxembourg”), Multi Packaging Solutions Limited, a limited company incorporated under the laws of England and Wales (“Multi Packaging Solutions” and, together with WRK Luxembourg, the “Borrowers”), each of the Lenders signatory hereto and Coöperatieve Rabobank U.A., New York Branch, as administrative agent (the “Administrative Agent”). Except as otherwise provided herein, capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement (as defined below).

WRKCO INC., as Issuer FIFTH SUPPLEMENTAL INDENTURE Dated as of September 26, 2023 to INDENTURE Dated as of August 24, 2017 THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee
Supplemental Indenture • November 17th, 2023 • WestRock Co • Paperboard containers & boxes • New York

FIFTH SUPPLEMENTAL INDENTURE dated as of September 26, 2023 (this “Supplemental Indenture”), by and among WRKCo Inc., a Delaware corporation (the “Issuer”), and The Bank of New York Mellon Trust Company, N.A., a national banking association organized under the laws of the United States of America, as trustee (the “Trustee”).

Second Amendment TO CREDIT AGREEMENT
Credit Agreement • November 17th, 2023 • WestRock Co • Paperboard containers & boxes • New York

This SECOND AMENDMENT, dated as of September 27, 2023 (this “Amendment”), is made by and among, WRKCo Inc., a Delaware corporation (“Parent Borrower”), Westrock Company of Canada Corp./Compagnie Westrock du Canada Corp., a Nova Scotia unlimited company (“Canadian Borrower”), WRK Luxembourg S.à r.l., a private limited liability company incorporated under the laws of Luxembourg (“WRK Luxembourg” and, together with Parent Borrower and Canadian Borrower, the “Borrowers”), each of the Lenders signatory hereto and Wells Fargo Bank, National Association, as administrative agent (the “Administrative Agent”). Except as otherwise provided herein, capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement (as defined below).

WRKCO INC., as Issuer and WESTROCK COMPANY, WESTROCK MWV, LLC and WESTROCK RKT, LLC as Guarantors FOURTH SUPPLEMENTAL INDENTURE Dated as of September 26, 2023 to INDENTURE Dated as of December 3, 2018 THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as...
Fourth Supplemental Indenture • November 17th, 2023 • WestRock Co • Paperboard containers & boxes • New York

FOURTH SUPPLEMENTAL INDENTURE dated as of September 26, 2023 (this “Supplemental Indenture”), by and among WRKCo Inc., a Delaware corporation (the “Issuer”), WestRock Company, a Delaware corporation (“Parent”), WestRock MWV, LLC, a Delaware limited liability company (“WRK MWV”), WestRock RKT, LLC, a Georgia limited liability company (“WRK RKT”, and together with the Parent and WRK MWV, the “Guarantors”), and The Bank of New York Mellon Trust Company, N.A., a national banking association organized under the laws of the United States of America, as trustee (the “Trustee”).

AMENDMENT NO. 2 TO SIXTH AMENDED AND RESTATED RECEIVABLES SALE AGREEMENT
Receivables Sale Agreement • November 17th, 2023 • WestRock Co • Paperboard containers & boxes

This Amendment No. 2 to Sixth Amended and Restated Receivables Sale Agreement, dated as of September 29, 2023 (this “Amendment”) is by and among the originators listed on Schedule I hereto (the “Originators”) and WestRock Financial, Inc., as buyer (the “Buyer”). Each of the Buyer and the Originators may be referred to herein as a “Party” or collectively as the “Parties.” Unless otherwise indicated, capitalized terms used in this Amendment are used with the meanings attributed thereto in the Agreement (as defined below) or, if not defined therein, in the Credit Agreement (as defined below).

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