HEXION U.S. FINANCE CORP. and HEXION NOVA SCOTIA FINANCE, ULC, as Issuers the GUARANTORS named herein $574,016,000 9.0% SECOND-PRIORITY SENIOR SECURED NOTES DUE 2020 INDENTURE Dated as of November 5, 2010 WILMINGTON TRUST COMPANY, as TrusteeIndenture • November 12th, 2010 • Momentive Specialty Chemicals Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
Contract Type FiledNovember 12th, 2010 Company Industry JurisdictionINDENTURE dated as of November 5, 2010 among Hexion U.S. Finance Corp., a Delaware corporation, Hexion Nova Scotia Finance, ULC, a Nova Scotia unlimited liability company (each, an “Issuer”, and collectively, the “Issuers”), Momentive Specialty Chemicals Inc., a New Jersey corporation, the Subsidiary Guarantors (as defined herein) and Wilmington Trust Company, as trustee (the “Trustee”).
JOINDER AND SUPPLEMENT to COLLATERAL AGREEMENTCollateral Agreement • November 12th, 2010 • Momentive Specialty Chemicals Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
Contract Type FiledNovember 12th, 2010 Company Industry JurisdictionThis Joinder and Supplement to Collateral Agreement (this “Agreement”), dated as of November 5, 2010 (the “Effective Date”), is entered into among (i) Wilmington Trust Company, as trustee (the “New Trustee”) under that certain Indenture (the “New Indenture”), dated as of the date hereof, among the Issuers, the Guarantors party thereto and the New Trustee, pursuant to which the Issuers have issued 9.00% Second-Priority Senior Secured Notes due 2020 (the “New Notes”), (ii) the Pledgors and (iii) the Collateral Agent, pursuant to Section 7.09(d) of the Collateral Agreement.
HEXION U.S. FINANCE CORP. and HEXION NOVA SCOTIA FINANCE, ULC $134,016,000 9.00% Second Priority Senior Secured Notes Due 2020 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 12th, 2010 • Momentive Specialty Chemicals Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
Contract Type FiledNovember 12th, 2010 Company Industry Jurisdiction
THIRD JOINDER AND SUPPLEMENT to INTERCREDITOR AGREEMENTIntercreditor Agreement • November 12th, 2010 • Momentive Specialty Chemicals Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
Contract Type FiledNovember 12th, 2010 Company Industry JurisdictionThis Third Joinder and Supplement to the Intercreditor Agreement (this “Agreement”), dated as of November 5, 2010 (the “Effective Date”), by and among (i) Wilmington Trust Company, as trustee (the “New Trustee”) pursuant to that certain Indenture (the “New Indenture”) dated as of the date hereof among Hexion U.S. Finance Corp. (the “U.S. Issuer”), Hexion Nova Scotia Finance, ULC (the “Canadian Issuer” and, together with the U.S. Issuer, the “Issuers”), the guarantors named therein and the New Trustee, (ii) JPMorgan Chase Bank, N.A., as Intercreditor Agent under the Intercreditor Agreement, (iii) Wilmington Trust Company, as Trustee and Collateral Agent and as a Second-Priority Agent, (iv) MSCH, (v) the Company and (vi) each Subsidiary of Company listed on Schedule I hereto, has been entered into to (A) record the accession of the New Trustee as an additional Second-Priority Agent under the Intercreditor Agreement on behalf of the holders of the 9.00% second-priority senior secured note