AMENDED AND RESTATED INTERCREDITOR AND COLLATERAL AGENCY AGREEMENTIntercreditor and Collateral Agency Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • Ohio
This Amended and Restated Intercreditor and Collateral Agency Agreement, dated as of June 12, 2013 (this “Agreement”), is entered into by and among PNC BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as collateral agent pursuant to Section 3.1(a) of this Agreement (the “Collateral Agent”), PNC BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as Administrative Agent (as hereinafter defined) on behalf of each of the Domestic Facility Lenders (as hereinafter defined), PNC BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as Mexican Facility Agent (as hereinafter defined) on behalf of each of the Mexican Facility Lenders (as hereinafter defined) and each of the NOTEHOLDERS (as hereinafter defined).
AMENDED AND RESTATED PLEDGE AGREEMENTPledge Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products
THIS AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of June 12, 2013, (as further restated, amended, modified or supplemented from time to time, the “Agreement”), is given by EACH OF THE UNDERSIGNED PARTIES LISTED ON THE SIGNATURE PAGES HERETO and EACH OF THE OTHER PERSONS AND ENTITIES THAT BECOMES BOUND HEREBY FROM TIME TO TIME by joinder, assumption or otherwise (each a “Pledgor” and collectively the “Pledgors”), as a Pledgor of the each of the Companies (as defined herein), to PNC BANK, NATIONAL ASSOCIATION, as Collateral Agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below).
325,000,000 REVOLVING CREDIT FACILITY $100,000,000 TERM LOAN AMENDED AND RESTATED CREDIT AGREEMENT by and among ADVANCED DRAINAGE SYSTEMS, INC. THE GUARANTORS AND THE LENDERS PARTY HERETO PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent PNC...Credit Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products
THIS AMENDED AND RESTATED CREDIT AGREEMENT (as hereafter amended, the “Agreement”) is dated as of June 12, 2013 and is made by and among ADVANCED DRAINAGE SYSTEMS, INC., a Delaware corporation (the “Borrower”), each of the GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under this Agreement (hereinafter referred to in such capacity, as well as its successors and assigns, as the “Administrative Agent”), PNC CAPITAL MARKETS LLC, RBS CITIZENS, N.A. and FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Joint Bookrunners (hereinafter collectively referred to in such capacity as the “Joint Bookrunners”), PNC CAPITAL MARKETS LLC, RBS CITIZENS, N.A. and FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Joint Lead Arrangers (hereinafter collectively referred to in such capacity as the “Joint Lead Arrangers”) and RBS CITIZENS, N.A. and FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Co-Syndication Age
AMENDED AND RESTATED INTERCOMPANY SUBORDINATION AGREEMENTIntercompany Subordination Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • Ohio
THIS AMENDED AND RESTATED INTERCOMPANY SUBORDINATION AGREEMENT (the “Agreement”)is dated as of June 12, 2013 and is made by and among ADVANCED DRAINAGE SYSTEMS, INC., a Delaware corporation (“ADS”), EACH GUARANTOR (as defined in the Credit Agreement, as defined herein), EACH PERSON WHO HEREAFTER BECOMES A GUARANTOR UNDER THE CREDIT AGREEMENT (ADS and each Guarantor being individually referred to herein as a “Company” and collectively as the “Companies”), and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”) for the Lenders (as defined in the Credit Agreement).
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products
THIS AMENDED AND RESTATED SECURITY AGREEMENT (the “Agreement”), dated as of June 12, 2013, is entered into by and among ADVANCED DRAINAGE SYSTEMS, INC., a Delaware corporation (the “Borrower”), and EACH OF THE GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO AND EACH OF THE OTHER PERSONS AND ENTITIES THAT BECOMES BOUND HEREBY FROM TIME TO TIME by joinder, assumption or otherwise (together with the Borrower, each a “Debtor” and, collectively, the “Debtors”), and PNC BANK, NATIONAL ASSOCIATION, as Collateral Agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below);
ADS Worldwide, Inc. Grupo Altima, S.A de C.V. and Sistemas Ecologicos de Drenaje, S.A. de C.V. Participation Agreement July 17, 2000Participation Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products
THIS PARTICIPATION AGREEMENT (this “Agreement”) is made and entered into as of July 17, 2000, by and between ADS Worldwide, Inc. (“ADS Worldwide”), a corporation organized under the laws of the State of Delaware, United States of America, Grupo Altima S.A. de C.V. (“Altima”), a corporation organized under the laws of the United Mexican States (“Mexico”), and Sistemas Ecologicos de Drenaje, S.A. de C.V. (the “Company”), a corporation organized under the laws of Mexico. ADS Worldwide, Altima, and the Company are hereinafter collectively referred to as the “Parties.”
ADVANCED DRAINAGE SYSTEMS, INC. AMENDED AND RESTATED PRIVATE SHELF AGREEMENT PRIVATE SHELF FACILITY Dated as of September 24, 2010 Amending and Restating the Private Shelf Agreement Dated December 11, 2009Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
The undersigned, Advanced Drainage Systems, Inc., an Delaware corporation (herein called the “Company”), hereby agrees with you as set forth below. Reference is made to paragraph 10 hereof for definitions of capitalized terms used herein and not otherwise defined herein.
BaySaver Technologies, LLC Limited Liability Company Agreement Organized Under the Delaware Limited Liability Company ActLimited Liability Company Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • Delaware
This Limited Liability Company Agreement (this “Agreement”) evidences the mutual agreement of the Members (as hereinafter defined) in consideration of their contributions and promises each to the others, for the purpose of forming a limited liability company pursuant to the Delaware Limited Liability Company Act, Del. Code Ann. title 6, §§18-l01 et. seq., as the same may be amended from time to time (the “Act”).
December 31, 2013Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
Reference is made to that certain Amended and Restated Private Shelf Agreement, dated as of September 24, 2010, as amended by that certain Amendment No. 1 to Amended and Restated Private Shelf Agreement dated December 12, 2011, Limited Waiver and Amendment No. 2 to Amended and Restated Private Shelf Agreement dated March 9, 2012, Amendment No. 3 to Amended and Restated Private Shelf Agreement dated March 30, 2012, Amendment No. 4 to Amended and Restated Private Shelf Agreement dated April 26, 2013, Amendment No. 5 to Amended and Restated Private Shelf Agreement dated June 12, 2013, including the Supplement thereto dated June 24, 2013, and Amendment No. 6 to Amended and Restated Private Shelf Agreement dated September 23, 2013 (as so amended, the “Note Agreement”), between Advanced Drainage Systems, Inc., a Delaware corporation (the “Company”), on one hand, and Prudential Investment Management, Inc. (“Prudential”) and each other Prudential Affiliate as therein defined which becomes boun
June 24, 2013Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
September 23, 2013Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
Reference is made to that certain Amended and Restated Private Shelf Agreement, dated as of September 24, 2010, as amended by that certain Amendment No. 1 to Amended and Restated Private Shelf Agreement dated December 12, 2011, Limited Waiver and Amendment No. 2 to Amended and Restated Private Shelf Agreement dated March 9, 2012, Amendment No. 3 to Amended and Restated Private Shelf Agreement dated March 30, 2012, Amendment No. 4 to Amended and Restated Private Shelf Agreement dated April 26, 2013 and Amendment No. 5 to Amended and Restated Private Shelf Agreement dated June 12, 2013, including the Supplement thereto dated June 24, 2013 (as so amended, the “Note Agreement”), between Advanced Drainage Systems, Inc., a Delaware corporation (the “Company”), on one hand, and Prudential Investment Management, Inc. (“Prudential”) and each other Prudential Affiliate as therein defined which becomes bound by certain provisions thereof as therein provided, on the other hand. Capitalized terms u
April 26, 2013Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
Reference is made to that certain Amended and Restated Private Shelf Agreement, dated as of September 24, 2010, as amended by that certain Amendment No. 1 to Amended and Restated Private Shelf Agreement dated December 12, 2011, Limited Waiver and Amendment No. 2 to Amended and Restated Private Shelf Agreement dated March 9, 2012 and Amendment No. 3 to Amended and Restated Private Shelf Agreement dated March 30, 2012 (as so amended, the “Note Agreement”), between Advanced Drainage Systems, Inc., a Delaware corporation (the “Company”), on one hand, and Prudential Investment Management, Inc. (“Prudential”) and each other Prudential Affiliate as therein defined which becomes bound by certain provisions thereof as therein provided, on the other hand. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Note Agreement.
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • Ohio
THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (the “First Amendment”), dated as of December 20, 2013, amends that certain Amended and Restated Credit Agreement, dated as of June 12, 2013 (the “Credit Agreement”), by and among ADVANCED DRAINAGE SYSTEMS, INC., a Delaware corporation (the “Borrower”), the GUARANTORS (as defined in the Credit Agreement), the LENDERS (as defined in the Credit Agreement) PARTY THERETO, and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”).
March 30, 2012Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
Reference is made to that certain Amended and Restated Private Shelf Agreement, dated as of September 24, 2010, as amended by that certain Amendment No. 1 to Amended and Restated Private Shelf Agreement, dated December 12, 2011 and Limited Waiver and Amendment No. 2 to Amended and Restated Private Shelf Agreement dated March 9, 2012 (as so amended, the “Note Agreement”), between Advanced Drainage Systems, Inc., a Delaware corporation (the “Company”), on one hand, and Prudential Investment Management, Inc. (“Prudential”) and each other Prudential Affiliate as therein defined which becomes bound by certain provisions thereof as therein provided, on the other hand. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Note Agreement.
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • Ohio
THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (the “First Amendment”), dated as of December 20, 2013, amends that certain Second Amended and Restated Credit Agreement, dated as of June 12, 2013 (the “Credit Agreement”), by and among ADS MEXICANA, S.A. DE C.V., a corporation organized under the laws of the United Mexican States (the “Borrower”), the LENDERS (as defined in the Credit Agreement) PARTY THERETO, and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”).
12,000,000 REVOLVING CREDIT FACILITY SECOND AMENDED AND RESTATED CREDIT AGREEMENT by and among ADS MEXICANA, S.A. DE C.V., as Borrower, THE LENDERS PARTY HERETO, PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, PNC CAPITAL MARKETS LLC, RBS...Revolving Credit Facility • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (as hereafter amended, the ‘‘Agreement’‘) is dated as of June 12, 2013 and is made by and among ADS MEXICANA, S.A. DE C.V., a corporation organized under the laws of the United Mexican States (the ‘‘Borrower’‘),the LENDERS (as hereinafter defined), PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under this Agreement (hereinafter referred to in such capacity, as well as its successors and assigns, as the ‘‘Administrative Agent’‘), PNC CAPITAL MARKETS LLC, RBS CITIZENS, N.A. and FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Joint Bookrunners (hereinafter collectively referred to in such capacity as the “Joint Bookrunners”), PNC CAPITAL MARKETS LLC, RBS CITIZENS, N.A. and FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Joint Lead Arrangers (hereinafter collectively referred to in such capacity as the “Joint Lead Arrangers”), and RBS CITIZENS, N.A. and FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Co-Syndication
December 12, 2011Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
Reference is made to that certain Amended and Restated Private Shelf Agreement, dated as of September 24, 2010 (the “Note Agreement”), between Advanced Drainage Systems, Inc., a Delaware corporation (the “Company”), on one hand, and Prudential Investment Management, Inc. (“Prudential”) and each other Prudential Affiliate as therein defined which becomes bound by certain provisions thereof as therein provided, on the other hand. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Note Agreement.
June 12, 2013Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
ADVANCED DRAINAGE SYSTEMS, INC. INDEMNIFICATION AGREEMENT (Directors and Officers)Indemnification Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of , by and between ADVANCED DRAINAGE SYSTEMS, INC., a Delaware corporation (“ADS”), and , an individual (“Indemnitee”).
March 9, 2012Private Shelf Agreement • June 6th, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
Reference is made to that certain Amended and Restated Private Shelf Agreement, dated as of September 24, 2010, as amended by that certain Amendment No. 1 to Amended and Restated Private Shelf Agreement, dated December 12, 2011 (as so amended, the “Note Agreement”), between Advanced Drainage Systems, Inc., a Delaware corporation (the “Company”), on one hand, and Prudential Investment Management, Inc. (“Prudential”) and each other Prudential Affiliate as therein defined which becomes bound by certain provisions thereof as therein provided, on the other hand. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Note Agreement.
