THIRD AMENDED AND RESTATED PLEDGE AGREEMENTPledge Agreement • May 23rd, 2011 • Owens-Illinois Group Inc • Glass containers • New York
This THIRD AMENDED AND RESTATED PLEDGE AGREEMENT (as amended, amended and restated or otherwise modified from time to time, herein called this “Agreement”) is dated as of May 19, 2011 between OWENS-ILLINOIS GROUP, INC., a Delaware corporation (“Company”) and OWENS-BROCKWAY PACKAGING, INC., a Delaware corporation (“Packaging”) (each a “Pledgor” and collectively, the “Pledgors”), DEUTSCHE BANK TRUST COMPANY AMERICAS (“DBTCA”), as Collateral Agent (in such capacity herein called the “Collateral Agent”) for the Lenders (as hereinafter defined), the trustee under the Existing Holdings Senior Notes Indenture (as hereinafter defined) (the “Existing Holdings Senior Notes Trustee”), the Other Permitted Credit Exposure Holders (as hereinafter defined) and the Permitted Secured Debt Representatives (as hereinafter defined). Initially capitalized terms used herein without definition are defined in the Credit Agreement (as hereinafter defined).
OWENS-ILLINOIS GROUP, INC. OWENS-BROCKWAY GLASS CONTAINER INC. ACI OPERATIONS PTY. LIMITED OI EUROPEAN GROUP B.V. OI EUROPE SARL O-I CANADA CORP. CREDIT AGREEMENT AND SYNDICATED FACILITY AGREEMENT DATED AS OF May 19, 2011Credit Agreement • May 23rd, 2011 • Owens-Illinois Group Inc • Glass containers • New York
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THIRD AMENDED AND RESTATED INTERCREDITOR AGREEMENTIntercreditor Agreement • May 23rd, 2011 • Owens-Illinois Group Inc • Glass containers • New York
This THIRD AMENDED AND RESTATED INTERCREDITOR AGREEMENT (as amended, amended and restated or otherwise modified from time to time in accordance with the terms hereof, herein called this “Agreement”) is dated as of May 19, 2011 among DEUTSCHE BANK AG, NEW YORK BRANCH, as administrative agent (“Lender Agent”) for the lenders (the “Lenders”) party to the Credit Agreement (as hereinafter defined), DEUTSCHE BANK TRUST COMPANY AMERICAS (“DBTCA”), as Collateral Agent (as hereinafter defined), THE BANK OF NEW YORK, as trustee for the holders of the Existing Holdings Senior Notes (defined below) (in such capacity, the “Existing Holdings Senior Notes Trustee”), those other persons party to the Original Intercreditor Agreement (defined below), the Amended and Restated Intercreditor Agreement (defined below) and the Second Amended and Restated Intercreditor Agreement (defined below) set forth in Schedule A attached hereto, and the other persons who may become parties to this Agreement from time to
SECURITY AGREEMENTSecurity Agreement • May 23rd, 2011 • Owens-Illinois Group Inc • Glass containers • New York
The following constitute certificated Pledged Shares, the certificates of which are delivered to the Collateral Agent:
