0001047469-10-000215 Sample Contracts

ARRANGEMENT AGREEMENT
Arrangement Agreement • January 19th, 2010 • IESI-BFC LTD • Refuse systems • Ontario

The Fund, 6814832, the Company and ParentCo wish to propose an arrangement with the registered holders of ordinary trust units (the “Units”) and the Class A unit (the “Class A Unit” and, together with the Units, the “Trust Units”) of the Fund (collectively, the “Voting Unitholders”);

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SECOND AMENDED AND RESTATED SECURITYHOLDERS’ AGREEMENT
Securityholders’ Agreement • January 19th, 2010 • IESI-BFC LTD • Refuse systems • Ontario

THIS AGREEMENT is made as of the 30th day of June, 2009 by IESI-BFC Ltd., a corporation amalgamated under the laws of the Province of Ontario (the “Corporation”), IESI-BFC Holdings Inc.., a corporation incorporated under the laws of Canada (“Newco”), and IESI Corporation, a corporation formed under the laws of the State of Delaware (“IESI”), as trustee on behalf of the IESI Owners as described in Section 5.1.

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