LIMITED RECOURSE GUARANTEELimited Recourse Guarantee • March 28th, 2016 • BlueLinx Holdings Inc. • Wholesale-lumber, plywood, millwork & wood panels • New York
THIS LIMITED RECOURSE GUARANTEE (“Guarantee”), dated as of March 24, 2016, is by BlueLinx Holdings Inc., a Delaware corporation (“Parent Guarantor”), with its chief executive office at 4300 Wildwood Parkway, Atlanta, Georgia 30339, in favor of Wells Fargo Bank, National Association, a national banking association, as agent (in such capacity, “Agent”), having an office at 100 Park Avenue, New York, New York 10017.
JOINDER BY AND AGREEMENT OF GUARANTORGuarantor Agreement • March 28th, 2016 • BlueLinx Holdings Inc. • Wholesale-lumber, plywood, millwork & wood panels
BLUELINX HOLDINGS, INC., a Delaware corporation (being collectively and individually “Guarantor”), being guarantor of the Loan (as such term is defined in that certain Seventeenth Amendment to Loan and Security Agreement of even date herewith by and between U.S. BANK NATIONAL ASSOCIATION, A NATIONAL BANKING ASSOCIATION ORGANIZED AND EXISTING UNDER THE LAWS OF THE UNITED STATES OF AMERICA, NOT IN ITS INDIVIDUAL CAPACITY BUT SOLELY IN ITS CAPACITY AS TRUSTEE FOR THE REGISTERED HOLDERS OF WACHOVIA BANK COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2006-C27, and WELLS FARGO BANK, N.A., AS TRUSTEE FOR THE REGISTERED HOLDERS OF BANC OF AMERICA COMMERCIAL MORTGAGE INC., COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2006-4, collectively as “Lender”, and the entities set forth on Exhibit A attached thereto, as “Borrower”, and ABP MD (BALTIMORE) LLC, a Delaware limited liability company (the “Modification Agreement”)) pursuant to that certain Guaranty o
PLEDGE AGREEMENTPledge Agreement • March 28th, 2016 • BlueLinx Holdings Inc. • Wholesale-lumber, plywood, millwork & wood panels • New York
PLEDGE AGREEMENT, dated the 24th day of March, 2016, to be effective as of the 1st day of March, 2016 (the “Effective Date”), made by BLUELINX HOLDINGS INC., a Delaware corporation (“BlueLinx Pledgor’’) and ABP MD (BALTIMORE) LLC, a Delaware limited liability company (“Baltimore Pledgor”; BlueLinx Pledgor and Baltimore Pledgor are referred to collectively as “Pledgor”), in favor of U.S. BANK NATIONAL ASSOCIATION, A NATIONAL BANKING ASSOCIATION ORGANIZED AND EXISTING UNDER THE LAWS OF THE UNITED STATES OF AMERICA, NOT IN ITS INDIVIDUAL CAPACITY BUT SOLELY IN ITS CAPACITY AS TRUSTEE FOR THE REGISTERED HOLDERS OF WACHOVIA BANK COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2006-C27 and WELLS FARGO BANK, N.A., AS TRUSTEE FOR THE REGISTERED HOLDERS OF BANC OF AMERICA COMMERCIAL MORTGAGE INC., COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2006-4 jointly, the “Secured Party”).
TWELFTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 28th, 2016 • BlueLinx Holdings Inc. • Wholesale-lumber, plywood, millwork & wood panels • New York
TWELFTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT, dated as of March 24, 2016 (this “Amendment No. 12”), is by and among Wells Fargo Bank, National Association, a national banking association, in its capacity as administrative and collateral agent for the Lenders (as hereinafter defined) pursuant to the Loan Agreement defined below (in such capacity, “Agent” as hereinafter further defined), BlueLinx Corporation, a Georgia corporation, successor by merger to the merger of BlueLinx Services Inc., a Georgia corporation, with and into BlueLinx Corporation with BlueLinx Corporation as the surviving corporation of such merger (“BlueLinx”), and BlueLinx Florida LP, a Florida limited partnership (“BFLP”, and together with BlueLinx, each individually a “Borrower” and collectively, “Borrowers”), BlueLinx Florida Holding No. 1 Inc., a Georgia corporation (“BFH1”) and BlueLinx Florida Holding No. 2 Inc., a Georgia corporation (“BFH2”), and together with BFH1, each individually
SEVENTEENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (WBCMT 2006-C27 and BACM 2006-4; Loan Nos. 502854528 and 502854529)Loan and Security Agreement • March 28th, 2016 • BlueLinx Holdings Inc. • Wholesale-lumber, plywood, millwork & wood panels • New York
THIS SEVENTEENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (the “Agreement”) is executed as of the 24th day of March, 2016 (“Execution Date”), to be effective as of the 1st day of March, 2016 (“Effective Date”), and is entered into by and between U.S. BANK NATIONAL ASSOCIATION, A NATIONAL BANKING ASSOCIATION ORGANIZED AND EXISTING UNDER THE LAWS OF THE UNITED STATES OF AMERICA, NOT IN ITS INDIVIDUAL CAPACITY BUT SOLELY IN ITS CAPACITY AS TRUSTEE FOR THE REGISTERED HOLDERS OF WACHOVIA BANK COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2006-C27 (“A-2 Note Holder”), having an address at c/o Wells Fargo Bank, N.A., Wells Fargo Commercial Mortgage Servicing, MAC D 1086-120, 550 S. Tryon Street, 14th Floor, Charlotte, North Carolina 28202, Re: WBCMT 2006-C27; Loan No. 502854528, and WELLS FARGO BANK, N.A., AS TRUSTEE FOR THE REGISTERED HOLDERS OF BANC OF AMERICA COMMERCIAL MORTGAGE INC., COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2006-4 (“A-1 Note
ELEVENTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 28th, 2016 • BlueLinx Holdings Inc. • Wholesale-lumber, plywood, millwork & wood panels • New York
SECURITY AGREEMENT, dated as of March 10, 2016 (this “Amendment No. 11”), is by and among Wells Fargo Bank, National Association, a national banking association, in its capacity as administrative and collateral agent for the Lenders (as hereinafter defined) pursuant to the Loan Agreement defined below (in such capacity, “Agent” as hereinafter further defined), BlueLinx Corporation, a Georgia corporation, successor by merger to the merger of BlueLinx Services Inc., a Georgia corporation, with and into BlueLinx Corporation with BlueLinx Corporation as the surviving corporation of such merger (“BlueLinx”), and BlueLinx Florida LP, a Florida limited partnership (“BFLP”, and together with BlueLinx, each individually a “Borrower” and collectively, “Borrowers”), BlueLinx Florida Holding No. 1 Inc., a Georgia corporation (“BFH1”) and BlueLinx Florida Holding No. 2 Inc., a Georgia corporation (“BFH2”, and together with BFH1, each individually a “Guarantor” and collectively, “Guarantors”).
PLEDGE AGREEMENTPledge Agreement • March 28th, 2016 • BlueLinx Holdings Inc. • Wholesale-lumber, plywood, millwork & wood panels • New York
PLEDGE AGREEMENT, dated as of March 24, 2016, made by BlueLinx Holdings, Inc., a Delaware corporation (“Pledgor”), in favor of Wells Fargo Bank, National Association, a national banking association, in its capacity as agent pursuant to the Loan Agreement (as hereinafter defined) acting for and on behalf of the parties thereto as lenders (in such capacity, together with any successor or replacement agent, “Pledgee”).
