PLEDGE AGREEMENTPledge Agreement • May 27th, 2004 • Consolidated Container Co LLC • Miscellaneous plastics products • New York
REGISTRATION RIGHTS AGREEMENT Dated as of May 20, 2004 By and Among CONSOLIDATED CONTAINER COMPANY LLC, CONSOLIDATED CONTAINER CAPITAL, INC., the GUARANTORS named herein and DEUTSCHE BANK SECURITIES INC. 10 3/4% Senior Secured Discount Notes due 2009Registration Rights Agreement • May 27th, 2004 • Consolidated Container Co LLC • Miscellaneous plastics products • New York
This Registration Rights Agreement (the “Agreement”) is dated as of May 20, 2004, by and among CONSOLIDATED CONTAINER COMPANY LLC, a Delaware limited liability company (“Company”), CONSOLIDATED CONTAINER CAPITAL, INC., a Delaware corporation (“Capital,” and together with the Company, the “Issuers”), the subsidiaries of the Company that are listed on the signature pages hereto (collectively, and together with any subsidiary that in the future executes a supplemental indenture pursuant to which such subsidiary agrees to guarantee the Notes (as hereinafter defined), the “Guarantors”), and Deutsche Bank Securities Inc. (the “Initial Purchaser”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CONSOLIDATED CONTAINER HOLDINGS LLCLimited Liability Company Agreement • May 27th, 2004 • Consolidated Container Co LLC • Miscellaneous plastics products • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of CONSOLIDATED CONTAINER HOLDINGS LLC (the “Agreement”) is entered into as of May 20, 2004, by and among Franklin Holdings, Inc., a Delaware corporation (“Franklin Holdings”), Franklin Plastics, Inc., a Delaware corporation (“Franklin”), Reid Plastics Holdings, Inc., a Delaware corporation (“RPH”), Vestar Packaging LLC, a Delaware limited liability company (“Vestar Packaging”), Vestar CCH LLC (“Vestar CCH”), a Delaware limited liability company, Vestar CCH Preferred LLC, a Delaware limited liability company (“Vestar Refinancing”), Ronald Davis, William Bell and Richard Robinson, together with any Person who becomes a Member as provided herein.
ContractConsolidated Container Co LLC • May 27th, 2004 • Miscellaneous plastics products • New York
THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THIS INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (I) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.07 OF THIS INDENTURE, (II) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THIS INDENTURE, (III) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THIS INDENTURE AND (IV) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE ISSUERS.
CONSOLIDATED CONTAINER COMPANY LLC CONSOLIDATED CONTAINER CAPITAL, INC. AND THE GUARANTORS 10¾% SENIOR SECURED DISCOUNT NOTES DUE 2009 INDENTURE Dated as of May 20, 2004 The Bank of New York TrusteeIndenture • May 27th, 2004 • Consolidated Container Co LLC • Miscellaneous plastics products • New York
INDENTURE, dated as of May 20, 2004, among Consolidated Container Company LLC, a Delaware limited liability company (the “Company”), Consolidated Container Capital, Inc., a Delaware corporation (“Capital,” and together with the Company, the “Issuers”), the Guarantors set forth on Schedule I hereto and The Bank of New York, a New York banking corporation, as trustee (the “Trustee”).
Consolidated Container Company LLC Consolidated Container Capital, Inc. $207,000,000 principal at maturityPurchase Agreement • May 27th, 2004 • Consolidated Container Co LLC • Miscellaneous plastics products • New York
Consolidated Container Company LLC, a Delaware limited liability company (the “Company”), Consolidated Container Capital, Inc., a Delaware corporation (“Capital” and together with the Company, the “Issuers”) and the subsidiary guarantors listed on the signature pages hereof (the “Guarantors”) hereby confirm their agreement with you (the “Initial Purchaser”), as set forth below.
SECURITY AGREEMENT among CONSOLIDATED CONTAINER HOLDINGS LLC, CONSOLIDATED CONTAINER COMPANY LLC, VARIOUS SUBSIDIARIES OF CONSOLIDATED CONTAINER COMPANY LLC and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Collateral Agent Dated as of May 20, 2004Security Agreement • May 27th, 2004 • Consolidated Container Co LLC • Miscellaneous plastics products • New York
SECURITY AGREEMENT, dated as of May 20, 2004 (as the same may be amended, restated, modified and/or supplemented from time to time in accordance with the terms hereof, this “Agreement”), among each of the undersigned assignors (each, an “Assignor” and, together with each other entity which becomes a party hereto pursuant to Section 10.13, collectively, the “Assignors”) in favor of Deutsche Bank Trust Company Americas, as collateral agent (together with any successor collateral agent, the “Collateral Agent”), for the benefit of the Secured Creditors (as defined below), acknowledged and agreed to by The Bank of New York, as trustee (together with any successor trustee, the “Senior Second Lien Notes Indenture Trustee”) for the Senior Second Lien Noteholders (as defined below). Except as otherwise defined in Article IX hereof, capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
CREDIT AGREEMENT among CONSOLIDATED CONTAINER HOLDINGS LLC, CONSOLIDATED CONTAINER COMPANY LLC, VARIOUS BANKS, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as ADMINISTRATIVE AGENTCredit Agreement • May 27th, 2004 • Consolidated Container Co LLC • Miscellaneous plastics products
CREDIT AGREEMENT, dated as of May 20, 2004 among CONSOLIDATED CONTAINER HOLDINGS LLC, a Delaware limited liability company (“Holdings”), CONSOLIDATED CONTAINER COMPANY LLC, a Delaware limited liability company (the “Borrower”), the Banks party hereto from time to time and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Administrative Agent (all capitalized terms used herein and defined in Section 11 are used herein as therein defined).
SUBSIDIARY GUARANTYSubsidiary Guaranty • May 27th, 2004 • Consolidated Container Co LLC • Miscellaneous plastics products • New York
GUARANTY, dated as of May 20, 2004, made by each of the undersigned (each a “Guarantor” and collectively, the “Guarantors”). Except as otherwise defined herein, terms used herein and defined in the Credit Agreement (as hereinafter defined) shall be used herein as so defined.
