AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 5, 2008 among, ROCK- TENN COMPANY, as a Borrower, ROCK-TENN COMPANY OF CANADA, as the Canadian Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER FROM TIME TO TIME PARTY HERETO, as Guarantors, THE...Security Agreement • February 5th, 2010 • Rock-Tenn CO • Paperboard containers & boxes • New York
THIS AMENDED AND RESTATED CREDIT AGREEMENT, dated as of March 5, 2008 (the “Agreement” or “Credit Agreement”), is by and among ROCK-TENN COMPANY, a Georgia corporation (the “Company”), ROCK-TENN COMPANY OF CANADA, a Nova Scotia unlimited liability company (the “Canadian Borrower,” and, together with the Company, the “Borrowers”), those Domestic Subsidiaries of the Company identified as “U.S. Guarantors” on the signature pages hereto and such other Domestic Subsidiaries of the Company that hereafter become parties hereto (collectively, the “U.S. Guarantors”), those Subsidiaries and the parent of the Canadian Borrower identified as “Canadian Guarantors” on the signature pages hereto and such other Subsidiaries of the Canadian Borrower that hereafter become parties hereto (collectively, the “Canadian Guarantors”), the lenders named herein and such other lenders that hereafter become parties hereto (collectively, the “Lenders” and individually, a “Lender”), WACHOVIA BANK, NATIONAL ASSOCIAT
AGREEMENT AND PLAN OF MERGER BY AND AMONG ROCK-TENN COMPANY, CARRIER MERGER SUB, INC., SOUTHERN CONTAINER CORP., THE STOCKHOLDERS LISTED ON SCHEDULE A HERETO, STEVEN HILL, AND THE STOCKHOLDERS’ REPRESENTATIVE Dated as of January 10, 2008Agreement and Plan of Merger • February 5th, 2010 • Rock-Tenn CO • Paperboard containers & boxes • New York
AGREEMENT AND PLAN OF MERGER (this “Agreement”), made and entered into as of January 10, 2008 by and among Rock-Tenn Company, a Georgia corporation (“Buyer”), Carrier Merger Sub, Inc., a Delaware corporation and direct wholly-owned Subsidiary of Buyer (“Merger Sub”), Southern Container Corp., a Delaware corporation (the “Company”), the Stockholders holding all of the issued and outstanding common stock of the Company, having a par value of $10 per share (the “Company Common Stock”), listed on Schedule A hereto (together the “Stockholders”), Steven Hill, a resident of the State of New York (“Hill”), and the Stockholders’ Representative (as defined in Section 1.20 hereof). Buyer, Merger Sub, the Company, the Stockholders, Hill and the Stockholders’ Representative are sometimes referred to herein each individually as a “Party” and, together, as the “Parties.”
THIRD AMENDMENT TO CREDIT AGREEMENT AND CONSENTCredit Agreement and Consent • February 5th, 2010 • Rock-Tenn CO • Paperboard containers & boxes • New York
THIS THIRD AMENDMENT TO CREDIT AGREEMENT AND CONSENT (this “Amendment”), dated as of February 3, 2010, is by and among RO CK-TENN COMPANY, a Georgia corporation (the “Company”), ROCK-TENN COMPANY OF CANADA, a Nova Scotia unlimited liability company the “Canadian Borrower”, and together with the Company, the “Borrowers”), the Guarantors party hereto, WACHOVIA BANK, NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent and BANK OF AMERICA, N.A., acting through its Canada branch, as Canadian Agent. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement (as hereinafter defined).
