CONSENT AND WAIVER AGREEMENT dated as of January 23, 2020 among International Paper Company Graphic Packaging Holding Company GPI Holding III, LLC, and Graphic Packaging International Partners, LLCConsent and Waiver Agreement • January 28th, 2020 • Graphic Packaging International, LLC • Paperboard mills
Contract Type FiledJanuary 28th, 2020 Company IndustryThis Consent and Waiver Agreement, dated as of January 23, 2020 (this “Agreement”), is made by and among Graphic Packaging International Partners, LLC (f/k/a Gazelle Newco LLC), a Delaware limited liability company (the “Company”), Graphic Packaging Holding Company, a Delaware corporation (“Parent”), GPI Holding III, LLC, a Delaware limited liability company and wholly owned indirect subsidiary of Parent (“Gazelle Holdco” and, together with the Company and Parent, the “Parent Parties” ), and International Paper Company, a New York corporation (“IP” and, together with the Parent Parties, the “Parties”). Capitalized terms used but not defined herein have the meanings given to such terms in the Exchange Agreement (as defined below).