US GUARANTYUs Guaranty • January 28th, 2005 • RPP Capital Corp • Plastic materials, synth resins & nonvulcan elastomers
This US GUARANTY (this “US Guaranty”), dated as of January , 2005, by and among the Guarantors identified as such on the signature page hereof (each, a “Guarantor” and collectively, “Guarantors”), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, individually and as agent (in such capacity, “US Agent”) for itself and the US Lenders and the Collateral Agent (as such terms are defined in the Credit Agreement hereinafter defined) from time to time signatory to the Credit Agreement.
AMENDED AND RESTATED INTERCREDITOR AGREEMENTIntercreditor Agreement • January 28th, 2005 • RPP Capital Corp • Plastic materials, synth resins & nonvulcan elastomers • New York
AMENDED AND RESTATED INTERCREDITOR AGREEMENT (as amended, modified or supplemented from time to time, this “Agreement”), dated as of December 22, 2003, as amended and restated on the Restatement Effective Date (as defined below), among General Electric Capital Corporation, as Collateral Agent (as defined below) for the benefit of the First Lien Creditors (as defined below), in such capacity as successor to Morgan Stanley & Co., Incorporated (the “Original Collateral Agent”) and as Agent (as defined in below) for the benefit of the Bank Lender Creditors (as defined below), in such capacity as successor agent to Morgan Stanley Senior Funding, Inc. (the “Original Agent”), and The Bank of New York, as trustee (together with any successor trustee, the “Additional Senior Secured Notes Trustee”) for its benefit and the benefit of the holders from time to time of the Additional Senior Secured Notes (as defined below), and acknowledged and agreed to by the US Credit Parties (as defined in, or i
CREDIT AGREEMENT DATED AS OF JANUARY 24, 2005 by and among RESOLUTION PERFORMANCE PRODUCTS INC., RESOLUTION PERFORMANCE PRODUCTS LLC, and RESOLUTION EUROPE B.V. and THE OTHER PERSONS PARTY HERETO THAT ARE DESIGNATED AS CREDIT PARTIES and GENERAL...Credit Agreement • January 28th, 2005 • RPP Capital Corp • Plastic materials, synth resins & nonvulcan elastomers • New York
This CREDIT AGREEMENT is dated as of January 24, 2005, and entered into by and among RESOLUTION PERFORMANCE PRODUCTS INC., a Delaware corporation (“Holdings”), RESOLUTION PERFORMANCE PRODUCTS LLC, a Delaware limited liability company (“RPP USA”, and together with any other Credit Party (as defined herein) that is approved by the US Lenders to be a US Borrower hereunder, each, individually, a “US Borrower” and, collectively and jointly and severally, the “US Borrowers”), RESOLUTION EUROPE B.V., a company organized under the laws of The Netherlands (“Netherlands Op. Co.”, and together with any other Credit Party (as defined below) that is approved by the Netherlands Lenders to be a Netherlands Borrower hereunder, each, individually, a “Netherlands Borrower” and, collectively and jointly and severally, the “Netherlands Borrowers” and together with the US Borrowers, each individually a “Borrower” and collectively (but not jointly and severally) the “Borrowers”), the other persons designate
SECOND AMENDED AND RESTATED US PLEDGE AGREEMENT among RESOLUTION PERFORMANCE PRODUCTS INC., RESOLUTION PERFORMANCE PRODUCTS LLC, RPP CAPITAL CORPORATION, VARIOUS SUBSIDIARIES OF RESOLUTION PERFORMANCE PRODUCTS INC. and GENERAL ELECTRIC CAPITAL...Us Pledge Agreement • January 28th, 2005 • RPP Capital Corp • Plastic materials, synth resins & nonvulcan elastomers • New York
Annex A Schedule of Legal Names, Type of Organization, Jurisdiction of Organization, Location and Organizational Identification Numbers
SECOND AMENDED AND RESTATED US SECURITY AGREEMENT among RESOLUTION PERFORMANCE PRODUCTS INC., RESOLUTION PERFORMANCE PRODUCTS LLC, RPP CAPITAL CORPORATION, VARIOUS SUBSIDIARIES OF RESOLUTION PERFORMANCE PRODUCTS INC. and GENERAL ELECTRIC CAPITAL...Us Security Agreement • January 28th, 2005 • RPP Capital Corp • Plastic materials, synth resins & nonvulcan elastomers • New York
ANNEX D Schedule of Legal Names, Type of Organization (and Whether a Registered Organization and/or a Transmitting Utility), Jurisdiction of Organization, Location and Organization Identification Numbers
