REGISTRATION RIGHTS AGREEMENT Dated November 3, 2010 among QUALITY DISTRIBUTION, LLC QD CAPITAL CORPORATION THE GUARANTORS NAMED HEREIN and CREDIT SUISSE SECURITIES (USA) LLC JEFFERIES & COMPANY, INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED...Registration Rights Agreement • November 4th, 2010 • Quality Distribution Inc • Trucking (no local) • New York
THIS REGISTRATION RIGHTS AGREEMENT is made and entered into as of November 3, 2010 (the “Agreement”), among QUALITY DISTRIBUTION, LLC, a Delaware limited liability company (the “Company”), QD CAPITAL CORPORATION, a Delaware corporation and wholly owned subsidiary of the Company (“QD Capital” and, together with the Company, the “Note Issuers”), the guarantors as set forth on Annex I hereto (the “Guarantors,” together with the Company and QD Capital, the “Issuers”) and CREDIT SUISSE SECURITIES (USA) LLC, JEFFERIES & COMPANY, INC., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED AND RBC CAPITAL MARKETS, LLC (formerly known as RBC CAPITAL MARKETS CORPORATION), acting as representatives (in such capacity, the “Representatives”) of the several purchasers (the “Initial Purchasers”) named in Schedule D to that Purchase Agreement, dated as of November 1, 2010 (the “Purchase Agreement”), by and among the Issuers and the Representatives, acting as representatives of the several Initial Purchas
INTERCREDITOR AGREEMENTIntercreditor Agreement • November 4th, 2010 • Quality Distribution Inc • Trucking (no local) • New York
THIS INTERCREDITOR AGREEMENT is dated as of November 3, 2010, among CREDIT SUISSE, CAYMAN ISLANDS BRANCH, in its capacity as Administrative Agent (as defined below), GENERAL ELECTRIC CAPITAL CORPORATION, in its capacity as Fixed Asset Credit Agreement Agent, GENERAL ELECTRIC CAPITAL CORPORATION, in its capacity as Current Asset Credit Agreement Agent, each Other First Priority Lien Obligations Agent from time to time party hereto, each in its capacity as First Lien Agent, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee and each collateral agent for any Future Second Lien Indebtedness from time to time party hereto, each in its capacity as Second Priority Agent.
QUALITY DISTRIBUTION, LLC QD CAPITAL CORPORATION as Issuers and the Guarantors named herein 9.875% Second-Priority Senior Secured Notes due 2018 INDENTURE Dated as of November 3, 2010 The Bank of New York Mellon Trust Company, N.A., as Trustee And The...Indenture • November 4th, 2010 • Quality Distribution Inc • Trucking (no local) • New York
INDENTURE dated as of November 3, 2010 among QUALITY DISTRIBUTION, LLC., a Delaware limited liability company, (“QD LLC”) QD CAPITAL CORPORATION, a Delaware corporation (“QD Capital” and, together with QD LLC, the “Issuers”), QUALITY DISTRIBUTION, INC., a Florida corporation (“QDI”) and the other Guarantors (as defined herein) and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”) and as Collateral Agent.
COLLATERAL AGREEMENT DATED AND EFFECTIVE AS OF NOVEMBER 3, 2010, AMONG QUALITY DISTRIBUTION, INC., AS HOLDINGS, QUALITY DISTRIBUTION, LLC, AND QD CAPITAL CORPORATION AS ISSUERS, EACH SUBSIDIARY OF QUALITY DISTRIBUTION, LLC IDENTIFIED HEREIN, AND THE...Collateral Agreement • November 4th, 2010 • Quality Distribution Inc • Trucking (no local) • New York
COLLATERAL AGREEMENT dated and effective as of November 3, 2010 (this “Agreement”), among QUALITY DISTRIBUTION, INC., a Florida corporation (“Holdings”), QUALITY DISTRIBUTION, LLC, a Delaware limited liability company (“QD LLC”) and QD CAPITAL CORPORATION, a Delaware Corporation (together with QD LLC, the “Issuers”), each Subsidiary of QD LLC identified on Schedule I or otherwise identified herein as a party (each, a “Subsidiary Pledgor” and collectively, the “Subsidiary Pledgors”) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as collateral agent for the Secured Parties (as defined below) (in such capacity, the “Collateral Agent”).
