Senior Subordinated Note Guarantee Sample Contracts

Standard Contracts

FENNEMORE CRAIG, P.C.
Senior Subordinated Note Guarantee • March 29th, 2012 • Matson, LLC • Wholesale-miscellaneous nondurable goods

We have acted as special Arizona counsel to Farnam Companies, Inc., an Arizona corporation (“Farnam”) and Seeds West, Inc., an Arizona corporation (“Seeds West”), in connection with the Registration Statement on Form S-4, File No. 333-180032, as amended (the “Registration Statement”), filed with the Securities and Exchange Commission (the “Commission”) on March 9, 2012 by Central Garden & Pet Company (“Central”), as issuer, and certain guarantors, including Farnam and Seeds West, relating to: (i) the issuance by Central of $50,000,000 aggregate principal amount of 8.25% Senior Subordinated Notes due 2018 (collectively, the “Exchange Notes”); and (ii) the issuance by Seeds West and Farnam of guarantees (together, the “Guarantees”) along with the issuance by certain other guarantors of guarantees with respect to the Exchange Notes. The Exchange Notes will be offered in exchange for up to $50,000,000 aggregate principal amount of Central’s outstanding unregistered 8.25% Senior Subordinate

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FENNEMORE CRAIG, P.C.
Senior Subordinated Note Guarantee • March 8th, 2010 • Central Garden & Pet Co • Wholesale-miscellaneous nondurable goods

We have acted as special Arizona counsel to Farnam Companies, Inc., an Arizona corporation (“Farnam”) and Seeds West, Inc., an Arizona corporation (“Seeds West”) in connection with the Registration Statement on Form S-3, File No. 333-161663, filed with the Securities and Exchange Commission (the “Commission”) on September 1, 2009 (the “Registration Statement”), and the related prospectus contained in the Registration Statement, as supplemented by the final Prospectus Supplement, dated February 25, 2010, filed with the Commission under its Rule 424(b) (together, the “Prospectus”) by Central Garden & Pet Company (“Central”), as issuer and certain guarantors, including Farnam and Seeds West, relating to: (i) the issuance by Central of $400,000,000 aggregate principal amount of 8.25% Senior Subordinated Notes due 2018 (collectively, the “Notes”); and (ii) the issuance by each of Farnam and Seeds West of a guarantee (each, a “Guarantee”) along with the issuance by certain other guarantors o

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