0001104659-06-045727 Sample Contracts

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • July 6th, 2006 • Smurfit Stone Container Corp • Paperboard mills • New York

This Asset Purchase Agreement is made and entered into this 11th day of May, 2006 (this “Agreement”) by and among Bluegrass Container Company, LLC, a Delaware limited liability company (“Purchaser”), Smurfit-Stone Container Enterprises, Inc., a Delaware corporation (“SSCE”), and Smurfit-Stone Container Canada Inc., a company continued under the Companies Act (Nova Scotia) (“Smurfit Canada” and, together with SSCE, individually referred to as a “Seller” and collectively referred to as the “Sellers”).

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AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • July 6th, 2006 • Smurfit Stone Container Corp • Paperboard mills • New York

THIS AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of June 30, 2006 by and among Bluegrass Container Company, LLC, a Delaware limited liability company (“Purchaser”), Smurfit-Stone Container Enterprises, Inc., a Delaware corporation (“SSCE”), and Smurfit-Stone Container Canada Inc., a company continued under the Companies Act (Nova Scotia) (“Smurfit Canada” and, together with SSCE, individually referred to as a Seller and collectively referred to as the “Sellers”). Purchaser, SSCE and Smurfit Canada are sometimes referred to herein collectively as the “Parties” and individually as a “Party.”

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