7 1/2% SENIOR SUBORDINATED NOTES DUE 2017First Supplemental Indenture • February 16th, 2007 • Jarden Corp • Wholesale-miscellaneous nondurable goods • New York
This FIRST SUPPLEMENTAL INDENTURE, dated as of February 13, 2007 (this “Supplemental Indenture”), is by and between Jarden Corporation, a Delaware corporation (such corporation and any successor as defined in the Base Indenture, the “Company”), and The Bank of New York, as trustee (such institution and any successor as defined in the Base Indenture, the “Trustee”).
CONSENT, AGREEMENT AND AFFIRMATION OF GUARANTY.Consent, Agreement and Affirmation of Guaranty • February 16th, 2007 • Jarden Corp • Wholesale-miscellaneous nondurable goods
Each of the undersigned Guarantors hereby consents to the terms of the foregoing Amendment and agrees that the terms of the Amendment shall not affect in any way its obligations and liabilities under any Loan Document (as such Loan Documents are amended or otherwise expressly modified by the Amendment), all of which obligations and liabilities shall remain in full force and effect and each of which is hereby reaffirmed (as amended or otherwise expressly modified by the Amendment). The Guarantors hereby confirm that the security interests and Liens granted pursuant to the Loan Documents continue to secure the Obligations including the Local Credit Facility Obligations and that such security interests and Liens remain in full force and effect.
SECOND SUPPLEMENTAL INDENTURE DATED AS OF FEBRUARY 14, 2007Second Supplemental Indenture • February 16th, 2007 • Jarden Corp • Wholesale-miscellaneous nondurable goods • New York
This SECOND SUPPLEMENTAL INDENTURE, dated as of February 14, 2007 (this “Second Supplemental Indenture”), is by and between Jarden Corporation, a Delaware corporation (such corporation and any successor as defined in the Base Indenture, the “Company”), and The Bank of New York, as trustee (such institution and any successor as defined in the Base Indenture, the “Trustee”).
TENTH SUPPLEMENTAL INDENTURESupplemental Indenture • February 16th, 2007 • Jarden Corp • Wholesale-miscellaneous nondurable goods • New York
TENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 12, 2007, among Jarden Corporation (formerly known as Alltrista Corporation), a Delaware corporation (the “Company”), the Guarantors (as defined in the Indenture referred to below) party hereto and The Bank of New York, as trustee under the Indenture referred to below (the “Trustee”).
Jarden Corporation Underwriting AgreementUnderwriting Agreement • February 16th, 2007 • Jarden Corp • Wholesale-miscellaneous nondurable goods • New York
Jarden Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to Lehman Brothers Inc. (the “Underwriter”) $100,000,000 aggregate principal amount of its 7 1/2% Senior Subordinated Notes due 2017 (the “Notes”) guaranteed (the “Guarantees”) by the Company’s domestic subsidiaries signatory hereto (collectively, the “Guarantors”). The Notes will be issued pursuant to the terms of an indenture (the “Base Indenture”), to be dated February 13, 2007, among the Company and The Bank of New York, as Trustee (the “Trustee”), as supplemented by the First Supplemental Indenture to be dated as of February 13, 2007 and the Second Supplement Indenture to be dated the Closing Date (as defined in Section 3) (the “Supplemental Indentures” and, together with the Base Indenture, the “Indenture”), among the Company, the Guarantors and the Trustee. The use of the neuter in this Agreement shall include the feminine and masculine wherever appropriate. Any reference herein to the Registr
AMENDMENT NO. 7 TO CREDIT AGREEMENT AND AMENDMENT NO. 3 TO PLEDGE AND SECURITY AGREEMENTCredit Agreement • February 16th, 2007 • Jarden Corp • Wholesale-miscellaneous nondurable goods • New York
CREDIT AGREEMENT dated as of January 24, 2005 (as amended by that certain Amendment No. 1, dated as of April 11, 2005, that certain Amendment No. 2, dated as of July 18, 2005, that certain Amendment No. 3, dated as of December 21, 2005, that certain Amendment No. 4, dated as of February 24, 2006, that certain Amendment No. 5, dated as of August 23, 2006, that certain Amendment No. 6, dated as of December 14, 2006 and that certain Amendment No. 7, dated as of February 13, 2007, and as it may be further amended, restated, supplemented or otherwise modified from time, to time, the “Credit Agreement”), among JARDEN CORPORATION, a Delaware corporation (the “Borrower”), the Lenders (as defined below), the L/C Issuers (as defined below), LEHMAN COMMERCIAL PAPER INC. (“LCPI”) (as successor to Canadian Imperial Bank of Commerce) as administrative agent for the Lenders and the L/C Issuers (in such capacity, together with any successor in such capacity, the “Administrative Agent”), CITICORP USA,
