Clean Harbors, Inc. 75/8% Senior Secured Notes due 2016 unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors named herein.Registration Rights Agreement • August 20th, 2009 • Clean Harbors Inc • Hazardous waste management • New York
Clean Harbors, Inc., a Massachusetts corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $300,000,000 in aggregate principal amount of its 75/8% Senior Secured Notes due 2016, which are unconditionally guaranteed by each of the subsidiaries of the Company listed on Schedule IV to the Purchase Agreement (the “Guarantors”). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
SECURITY AGREEMENTSecurity Agreement • August 20th, 2009 • Clean Harbors Inc • Hazardous waste management • New York
THIS SECURITY AGREEMENT dated as of August 14, 2009 (this “Security Agreement”), among CLEAN HARBORS, INC., a Massachusetts corporation (the “Company”), each of the subsidiaries of the Company listed on Annex A hereto or that becomes a party hereto pursuant to Section 8.13 hereof (each such subsidiary being a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors and the Company are referred to collectively as the “Grantors”), and U.S. BANK NATIONAL ASSOCIATION, as Notes Collateral Agent (the “Collateral Agent”), pursuant to an indenture, dated as of August 14, 2009 (as amended, restated, supplemented or modified from time to time, the “Indenture”) among the Company, each Guarantor (as defined in the Indenture), the Collateral Agent and U.S. Bank National Association, as trustee (the “Trustee”) on behalf of the holders of the Notes (as defined below) (the “Holders”).
SECURITY AGREEMENTSecurity Agreement • August 20th, 2009 • Clean Harbors Inc • Hazardous waste management • New York
THIS SECURITY AGREEMENT dated as of July 31, 2009 (this “Security Agreement”), among CLEAN HARBORS, INC., a Massachusetts corporation (the “Company”), each of the subsidiaries of the Company listed on Annex A hereto or that becomes a party hereto pursuant to Section 9.13 hereof (each such subsidiary being a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors and the Company are referred to collectively as the “Grantors”), and BANK OF AMERICA, N.A., as administrative Agent (the “Administrative Agent”), pursuant to that certain Second Amended and Restated Credit Agreement, dated as of July 31, 2009 (as amended, restated, supplemented or modified from time to time, the “Credit Agreement”) among the Company, the lenders from time to time party thereto (the “Lenders”), and the Administrative Agent on behalf of the Secured Parties and as Swing Line Lender and L/C Issuer (each as defined in the Credit Agreement).
INTERCREDITOR AGREEMENTIntercreditor Agreement • August 20th, 2009 • Clean Harbors Inc • Hazardous waste management • New York
This Intercreditor Agreement is dated as of August 14, 2009, and entered into by and among Clean Harbors, Inc., a Massachusetts corporation (the “Company”), the subsidiaries of the Company listed on the signature pages hereof (together with any subsidiary that becomes a party hereto after the date hereof, the “Company Subsidiaries”), Bank of America, N.A., in its capacity as administrative agent under the ABL Loan Agreement, including its successors and assigns from time to time (the “Initial ABL Agent”) and U.S. Bank National Association, as Trustee (the “Senior Secured Notes Trustee”), not in its individual capacity, but solely in its capacity as trustee and collateral agent under the Senior Secured Notes Indenture. Capitalized terms used in this Agreement have the meanings assigned to them in Section 1.
AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND AMENDMENT TO SECURITY AGREEMENTCredit Agreement • August 20th, 2009 • Clean Harbors Inc • Hazardous waste management • New York
This AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND AMENDMENT TO SECURITY AGREEMENT dated as of August 14, 2009 (this “Amendment”), by and among (i) with respect to amendments to the Credit Agreement, CLEAN HARBORS, INC., a Massachusetts corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), the other lending institutions from time to time party to the Credit Agreement (as defined below) (together with Bank of America, the “Lenders”) and Bank of America, as Administrative Agent for the Lenders (hereinafter, in such capacity, the “Administrative Agent”), Swing Line Lender, and L/C Issuer and (ii) with respect to amendments to the Security Agreement, the Borrower, the other Grantors (as defined below) and the Administrative Agent. Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Credit Agreement.
CLEAN HARBORS, INC., as Issuer, the GUARANTORS named herein and U.S. BANK NATIONAL ASSOCIATION, as Trustee and Notes Collateral AgentIndenture • August 20th, 2009 • Clean Harbors Inc • Hazardous waste management • New York
INDENTURE dated as of August 14, 2009 among CLEAN HARBORS, INC., a Massachusetts corporation (the “Issuer” or the “Company”), the Guarantors (as defined herein) and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”) and as Notes Collateral Agent.
