REGISTRATION RIGHTS AGREEMENT by and among CASELLA WASTE SYSTEMS, INC., the Guarantors listed herein and Merrill Lynch, Pierce, Fenner & Smith Incorporated Comerica Securities, Inc. KeyBanc Capital Markets Inc. Dated as of October 9, 2012Registration Rights Agreement • October 9th, 2012 • Casella Waste Systems Inc • Refuse systems • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 9, 2012, by and among Casella Waste Systems, Inc., a Delaware corporation (the “Company”), the subsidiaries listed on the signature pages hereof (collectively, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, Comerica Securities, Inc. and KeyBanc Capital Markets Inc., (collectively, the “Initial Purchasers”), who have agreed to purchase $125,000,000 aggregate principal amount of the Company’s 7 3/4% Senior Subordinated Notes due 2019 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • October 9th, 2012 • Casella Waste Systems Inc • Refuse systems • New York
WHEREAS, the Company, the Guarantors and the Trustee have heretofore executed and delivered that certain Indenture, dated as of July 9, 2009 (such agreement, as amended from time to time, the “Indenture”), pursuant to which the Company issued its 11% Senior Second Lien Notes due 2014 (the “Notes”);
