Replacement Management Agreement Sample Contracts

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REPLACEMENT MANAGEMENT AGREEMENT
Replacement Management Agreement • April 19th, 2010 • Nuco2 Inc /Fl • Wholesale-chemicals & allied products • New York

REPLACEMENT MANAGEMENT AGREEMENT (this “Agreement”), dated as of May 28, 2008, by and among NuCO2, Inc., a Florida corporation (“NuCO2”) in its capacity as the “Master Manager” of the Co-Issuers and as manager of the Employee Company (as defined below) (the “Employee Company Manager”), Alvarez & Marsal North America LLC, a Delaware limited liability company (the “Replacement Manager”), NuCO2 Funding LLC, a Delaware limited liability company (the “Master Issuer”), each other Co-Issuer, NuCO2 Management LLC, a Delaware limited liability company (the “Employee Company”) as itself and in its capacity as the “Transaction Manager”, U.S. Bank National Association, a national banking association (“U.S. Bank”), acting hereunder in its capacity as “Trustee” under the Indenture (as defined below) and not in its individual capacity for the benefit of the Secured Parties and U.S. Bank, acting hereunder as “Administrative Agent” under the Indenture and not in its individual capacity (the “Administra

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