0001047469-09-007289 Sample Contracts

LIMITED LIABILITY COMPANY AGREEMENT OF CELLU TISSUE - THOMASTON, LLC
Limited Liability Company Agreement • August 6th, 2009 • Cellu Tissue - CityForest LLC • Paper mills • Delaware

This Limited Liability Company Agreement (this “Agreement”) of Cellu Tissue - Thomaston, LLC, a Delaware limited liability company (the “Company”), is entered into as of the 19th day of June, 2008, by Cellu Tissue Holdings, Inc., a Delaware Corporation, as a member (the “Member”).

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CELLU TISSUE HOLDINGS, INC., THE SUBSIDIARY GUARANTORS PARTIES HERETO AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., AS TRUSTEE 11½% Senior Secured Notes due 2014
Indenture • August 6th, 2009 • Cellu Tissue - CityForest LLC • Paper mills • New York

INDENTURE dated as of June 3, 2009, among CELLU TISSUE HOLDINGS, INC., a Delaware corporation (the “Company”), THE SUBSIDIARY GUARANTORS (as defined herein) parties hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (the “Trustee”), as Trustee.

MEMBER CONTROL AGREEMENT CELLU TISSUE-CITYFOREST LLC
Member Control Agreement • August 6th, 2009 • Cellu Tissue - CityForest LLC • Paper mills • Minnesota

WHEREAS, Section 322B.11 of Chapter 322B, the Minnesota Limited Liability Company Act (the “Act”), provides that a Minnesota limited liability company shall have one or more members; and

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