ContractPledge Agreement • March 26th, 2004 • Pliant Corp • Plastics, foil & coated paper bags • New York
DOMESTIC PLEDGE AGREEMENT dated as of February 17, 2004, among PLIANT CORPORATION, a Utah corporation (the “Parent Borrower”), each Subsidiary of the Parent Borrower listed on Schedule I hereto (each such Subsidiary individually a “Subsidiary Pledgor” and collectively, the “Subsidiary Pledgors”; the Parent Borrower and the Subsidiary Pledgors are referred to collectively herein as the “Pledgors”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation (“DBTCA”), as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined in the Credit Agreement referred to below).
CREDIT AGREEMENT dated as of February 17, 2004 among PLIANT CORPORATION, as Parent Borrower, UNIPLAST INDUSTRIES CO., as Canadian Subsidiary Borrower, The Domestic Subsidiary Borrowers Party Hereto, The Lenders Party Hereto, CREDIT SUISSE FIRST...Credit Agreement • March 26th, 2004 • Pliant Corp • Plastics, foil & coated paper bags • New York
CREDIT AGREEMENT dated as of February 17, 2004, among PLIANT CORPORATION, a Utah corporation, UNIPLAST INDUSTRIES CO., a Nova Scotia corporation, the DOMESTIC SUBSIDIARY BORROWERS party hereto, the LENDERS party hereto, CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch, as Administrative Agent and Documentation Agent, DEUTSCHE BANK TRUST COMPANY AMERICAS, as Collateral Agent, GENERAL ELECTRIC CAPITAL CORPORATION, as Co-Collateral Agent, and JPMORGAN CHASE BANK, as Syndication Agent.
ContractCanadian Security Agreement • March 26th, 2004 • Pliant Corp • Plastics, foil & coated paper bags • Ontario
CANADIAN SECURITY AGREEMENT dated as of February 17, 2004, among UNIPLAST INDUSTRIES CO., a Nova Scotia company (“Uniplast”), each other subsidiary of Pliant Corporation, a Utah corporation (the “Issuer”), organized under the laws of Canada or any province thereof listed on Schedule I hereto (each such subsidiary individually a “Guarantor” and collectively, the “Guarantors”; the Guarantors and Uniplast are referred to collectively herein as the “Grantors”) and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined herein).
AMENDED AND RESTATED INTERCREDITOR AGREEMENTIntercreditor Agreement • March 26th, 2004 • Pliant Corp • Plastics, foil & coated paper bags • New York
AMENDED AND RESTATED INTERCREDITOR AGREEMENT, dated as of February 17, 2004, among DEUTSCHE BANK TRUST COMPANY AMERICAS, as Credit Agent, WILMINGTON TRUST COMPANY, as Second Priority Noteholder Agent and as 2004 Noteholder Agent, and PLIANT CORPORATION.
PLIANT CORPORATION principal amount at maturity 111/8% Senior Secured Discount Notes due 2009 PURCHASE AGREEMENTPurchase Agreement • March 26th, 2004 • Pliant Corp • Plastics, foil & coated paper bags • New York
principal amount at maturity 111/8% Senior Secured Discount Notes due 2009 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTExchange and Registration Rights Agreement • March 26th, 2004 • Pliant Corp • Plastics, foil & coated paper bags • New York
Pliant Corporation, a Utah corporation (the “Company”), proposes to issue and sell to J.P. Morgan Securities Inc. (“JPMorgan”), Credit Suisse First Boston LLC (“CSFB”) and Deutsche Bank Securities Inc. (“DBSI” and, together with JPMorgan and CSFB, the “Initial Purchasers”), upon the terms and subject to the conditions set forth in a purchase agreement dated February 6, 2004 (the “Purchase Agreement”), $306,000,000 principal amount at maturity of its 111/8% Senior Secured Discount Notes due 2009 (the “Notes”) to be guaranteed on a senior secured basis by certain of the Company’s subsidiaries signatory hereto (the “Note Guarantors”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Purchase Agreement.
ContractGuarantee Agreement • March 26th, 2004 • Pliant Corp • Plastics, foil & coated paper bags • New York
GUARANTEE AGREEMENT dated as of February 17, 2004, among PLIANT CORPORATION, a Utah corporation (the “Parent Borrower”), Uniplast Industries Co., a Nova Scotia company, (the “Canadian Subsidiary Borrower”), each of the subsidiaries of the Parent Borrower listed on Schedule I hereto (the Canadian Borrower and each such subsidiary individually, a “Subsidiary Guarantor” and collectively, the “Subsidiary Guarantors”; the Parent Borrower and the Subsidiary Guarantors, individually a “Guarantor” and, collectively, the “Guarantors”) and CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch, as administrative agent (the “Administrative Agent”) for the Lenders under the Credit Agreement referred to below.
ContractCredit Agreement • March 26th, 2004 • Pliant Corp • Plastics, foil & coated paper bags • New York
CONSENT AND AMENDMENT dated as of March 8, 2004 (this “Consent and Amendment”), to the Credit Agreement dated as of February 17, 2004 (the “Credit Agreement”), among PLIANT CORPORATION (the “Parent Borrower”), UNIPLAST INDUSTRIES CO. (the “Canadian Subsidiary Borrower”), the domestic subsidiary borrowers party to the Credit Agreement (collectively, the “Domestic Subsidiary Borrowers” and, together with the Parent Borrower and the Canadian Subsidiary Borrower, the “Borrowers”), the financial institutions party to the Credit Agreement as Lenders (the “Lenders”), CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch, as Administrative Agent and Documentation Agent, DEUTSCHE BANK TRUST COMPANY AMERICAS (“DBTCA”), as Collateral Agent, GENERAL ELECTRIC CAPITAL CORPORATION (“GECC”), as Co-Collateral Agent, and JPMORGAN CHASE BANK, as Syndication Agent.
ContractIndemnification & Liability • March 26th, 2004 • Pliant Corp • Plastics, foil & coated paper bags • New York
INDEMNITY, SUBROGATION and CONTRIBUTION AGREEMENT dated as of February 17, 2004, among PLIANT CORPORATION, a Utah corporation (the “Parent Borrower”), UNIPLAST INDUSTRIES CO. (the “Canadian Subsidiary Borrower”), each Subsidiary of the Parent Borrower listed on Schedule I hereto (together with the Canadian Subsidiary Borrower, the “Guarantors”) and CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch, as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders (as defined in the Credit Agreement referred to below).
ContractSecurity Agreement • March 26th, 2004 • Pliant Corp • Plastics, foil & coated paper bags • New York
SECURITY AGREEMENT dated as of February 17, 2004, among PLIANT CORPORATION, a Utah corporation (the “Issuer”), each subsidiary of the Issuer listed on Schedule I hereto (each such subsidiary individually a “Guarantor” and collectively, the “Guarantors”; the Guarantors and the Issuer are referred to collectively herein as the “Grantors”) and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined herein).
ContractDomestic Security Agreement • March 26th, 2004 • Pliant Corp • Plastics, foil & coated paper bags • New York
DOMESTIC SECURITY AGREEMENT dated as of February 17, 2004, among PLIANT CORPORATION, a Utah corporation (the “Parent Borrower”), each subsidiary of the Parent Borrower listed on Schedule I hereto (each such subsidiary individually a “Guarantor” and collectively, the “Guarantors”; the Guarantors and the Parent Borrower are referred to collectively herein as the “Grantors”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation (“DBTCA”), as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined herein).
