Boise Inc. Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 19th, 2007 • Aldabra 2 Acquisition Corp. • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the ___ day of , 2007, by and among Aldabra 2 Acquisition Corp., a Delaware corporation (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).

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WARRANT AGREEMENT
Warrant Agreement • May 4th, 2010 • Boise Inc. • Papers & allied products • New York

Agreement made as of June 19, 2007 between Aldabra 2 Acquisition Corp., a Delaware corporation, with offices at c/o Terrapin Partners LLC, 540 Madison Avenue, 17th Floor, New York, New York 10022 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).

WARRANT AGREEMENT
Warrant Agreement • June 13th, 2007 • Aldabra 2 Acquisition Corp. • Blank checks • New York

Agreement made as of , 2006 between Aldabra 2 Acquisition Corp., a Delaware corporation, with offices at c/o Terrapin Partners LLC, 540 Madison Avenue, 17th Floor, New York, New York 10022 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).

30,000,000 Units Aldabra 2 Acquisition Corp. UNDERWRITING AGREEMENT
Underwriting Agreement • June 13th, 2007 • Aldabra 2 Acquisition Corp. • Blank checks • New York

Aldabra 2 Acquisition Corp., a Delaware corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representative (the “Representative”) an aggregate of 30,000,000 units (the “Firm Units”), with each unit consisting of one share of the Company’s common stock, $0.0001 par value (the “Common Stock”) and one warrant (“Warrant”) to purchase one share of Common Stock. The respective amounts of Firm Units to be so purchased by each of the several Underwriters are set forth opposite their respective names in Schedule I hereto. The Company also proposes to sell, at the Underwriters’ option (“Over-allotment Option”), an aggregate of up to 4,500,000 additional units of the Company (the “Option Units”) as set forth below. The terms of the Warrants are provided for in the form of a Warrant Agreement (as defined herein).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 22nd, 2010 • Boise Inc. • Papers & allied products • New York

This REGISTRATION RIGHTS AGREEMENT dated March 19, 2010 (the “Agreement”) is entered into by and among Boise Paper Holdings, L.L.C., a Delaware limited liability company, Boise Co-Issuer Company, a Delaware corporation (each, an “Issuer”, and collectively, the “Issuers”), the guarantors listed in Schedule 1 hereto (the “Guarantors”) and Banc of America Securities LLC, as representative of the several initial purchasers (the “Initial Purchasers”) listed in Schedule 1 of the Purchase Agreement (as defined below).

Boise Inc. 17,000,000 Shares of Common Stock, Par Value $0.0001 per share Underwriting Agreement
Underwriting Agreement • November 18th, 2009 • Boise Inc. • Papers & allied products • New York

Certain stockholders of Boise Inc., a Delaware corporation (the “Company”) named in Schedule II hereto (each a “Selling Stockholder” and collectively, the “Selling Stockholders”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 17,000,000 shares (the “Firm Shares”), and Boise Cascade Holdings, L.L.C. (“Boise Cascade”) proposes, subject to the terms and conditions stated herein, at the election of the Underwriters, to sell up to 2,550,000 additional shares (the “Optional Shares”) of Common Stock of the Company (the Firm Shares and the Optional Shares which the Underwriters elect to purchase pursuant to Section 2 hereof are collectively called the “Shares”).

CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • February 28th, 2008 • Boise Inc. • Blank checks • New York

This CREDIT AND GUARANTY AGREEMENT, dated as of February 22, 2008, is entered into by and among ALDABRA SUB LLC, a Delaware limited liability company (“Aldabra” and, prior to the BPH Merger (as defined below), the “Borrower”), to be merged with and into BOISE PAPER HOLDINGS, L.L.C., a Delaware limited liability company (“BPH” and, after the BPH Merger, the “Borrower”), ALDABRA HOLDING SUB LLC, a Delaware limited liability company (“Holdings”), CERTAIN SUBSIDIARIES OF ALDABRA, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”), and Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”), TORONTO DOMINION (TEXAS) LLC (“TD”), as Syndication Agent (together with its permitted successors in such capacity, “Syndication Agent”), BANK OF AMERICA, N.A. (“Bank of America”) and COBANK, ACB, as Co-Docum

SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 22, 2008 among ALDABRA SUB LLC (to be merged with and into BOISE PAPER HOLDINGS, L.L.C.), ALDABRA HOLDING SUB LLC, CERTAIN SUBSIDIARIES OF ALDABRA SUB LLC, as Guarantors, VARIOUS LENDERS,...
Credit and Guaranty Agreement • February 28th, 2008 • Boise Inc. • Blank checks • New York

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of February 22, 2008, is entered into by and among ALDABRA SUB LLC, a Delaware limited liability company (“Aldabra” and, prior to the BPH Merger (as defined below), the “Borrower”), to be merged with and into BOISE PAPER HOLDINGS, L.L.C., a Delaware limited liability company (“BPH” and, after the BPH Merger, the “Borrower”), ALDABRA HOLDING SUB LLC, a Delaware limited liability company (“Holdings”), CERTAIN SUBSIDIARIES OF ALDABRA, as Guarantors, the Lenders party hereto from time to time, LEHMAN COMMERCIAL PAPER INC. (“LCPI”), as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”), GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Syndication Agent (together with its permitted successors in such capacity, “Syndication Agent”), and LEHMAN BROTHERS INC. (“Lehman Brothers”), as Document

BOISE PAPER HOLDINGS, L.L.C. BOISE CO-ISSUER COMPANY AND EACH OF THE NOTE GUARANTORS PARTY HERETO 8% Senior Notes due 2020 INDENTURE Dated as of March 19, 2010 Wells Fargo Bank, National Association, as Trustee
Indenture • March 22nd, 2010 • Boise Inc. • Papers & allied products • New York

INDENTURE dated as of March 19, 2010, among Boise Paper Holdings, L.L.C., a Delaware limited liability company (“Boise Paper Holdings”), Boise Co-Issuer Company, a Delaware corporation (“Boise Co-Issuer” and, together with Boise Paper Holdings, the “Issuers”), BZ Intermediate Holdings LLC, a Delaware limited liability company which owns all of the outstanding capital stock of Boise Paper Holdings (“BZ Holdings”), each other Note Guarantor from time to time party hereto and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

FIRST AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • October 28th, 2009 • Boise Inc. • Papers & allied products • New York

THIS FIRST AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is dated as of October 13, 2009 and is entered into by and among BOISE PAPER HOLDINGS, L.L.C., a Delaware limited liability company (“Borrower”), LEHMAN COMMERCIAL PAPER INC. (“LCPI”), as Administrative Agent (“Administrative Agent”) and as Collateral Agent (“Collateral Agent”), BARCLAYS BANK PLC (“Barclays”), the GUARANTORS listed on the signature pages hereto, and J.P. MORGAN SECURITIES INC. (“Arranger”), and is made with reference to that certain SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 22, 2008 (as amended through the date hereof, the “Credit Agreement”), by and among Borrower, Guarantors, the Lenders from time to time party thereto, Administrative Agent, Collateral Agent, GOLDMAN SACHS CREDIT PARTNERS L.P., as Syndication Agent, and LEHMAN BROTHERS INC., as Documentation Agent. Capitalized terms used herein without definition shall have the same meanings herein as set forth i

INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • November 30th, 2009 • Boise Inc. • Papers & allied products • Delaware

THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of February 22, 2008, by and between Aldabra 2 Acquisition Corp., a Delaware corporation and which shall be renamed as “Boise Inc.” promptly following the Closing (the “Company”) and each of the following Persons: Boise Cascade, L.L.C., a Delaware limited liability company (“Boise”), Boise Cascade Holdings, L.L.C., a Delaware limited liability company (“BCH”), certain directors and officers of the Company and other Persons who are shareholders of the Company on the date hereof and who are signatories to this Agreement under the heading “Aldabra Shareholders” on the signature pages hereto (the “Aldabra Shareholders”), and each other Person who becomes a party to this Agreement after the date hereof pursuant to Section 14(e). Certain capitalized terms used herein are defined in Section 12.

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • June 13th, 2007 • Aldabra 2 Acquisition Corp. • Blank checks • New York

This Agreement is made as of ___, 2007 by and between Aldabra 2 Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).

INTELLECTUAL PROPERTY LICENSE AGREEMENT
Intellectual Property License Agreement • February 28th, 2008 • Boise Inc. • Blank checks • Idaho

THIS INTELLECTUAL PROPERTY LICENSE AGREEMENT (this “Agreement”) is entered into, as of February 22, 2008 (the “Effective Date”), by and between Boise Cascade, L.L.C., a Delaware limited liability company (on behalf of itself and its Subsidiaries) (“Licensor”), and Boise Paper Holdings, L.L.C., a Delaware limited liability company (on behalf of itself and its Subsidiaries) (“Licensee”). Licensor and Licensee may be referred to herein individually as a “Party,” and collectively as the “Parties,” to this Agreement.

PURCHASE AND SALE AGREEMENT by and among BOISE CASCADE, L.L.C., BOISE PAPER HOLDINGS, L.L.C., BOISE WHITE PAPER, L.L.C., BOISE PACKAGING & NEWSPRINT, L.L.C., BOISE CASCADE TRANSPORTATION HOLDINGS CORP., ALDABRA 2 ACQUISITION CORP., and ALDABRA SUB LLC...
Purchase and Sale Agreement • September 12th, 2007 • Aldabra 2 Acquisition Corp. • Blank checks • Delaware

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of September 7, 2007, by and among Boise Cascade, L.L.C., a Delaware limited liability company (“Seller”), Boise Paper Holdings, L.L.C., a Delaware limited liability company (the “Company”), Boise Packaging & Newsprint, L.L.C., a Delaware limited liability company (“Boise P&N”), Boise White Paper, L.L.C., a Delaware limited liability company (“Boise White Paper”), Boise Cascade Transportation Holdings Corp., a Delaware corporation (“Boise Transportation”), Aldabra 2 Acquisition Corp., a Delaware corporation (“Buyer”), and Aldabra Sub LLC, a Delaware limited liability company agreement and a wholly owned subsidiary of Buyer (“Buyer Sub”).

OUTSOURCING SERVICES AGREEMENT by and between BOISE CASCADE, L.L.C.,
Outsourcing Services Agreement • February 28th, 2008 • Boise Inc. • Blank checks • Idaho

This Outsourcing Services Agreement is made and entered into, as of February 22, 2008 (the “Execution Date”), by and between Boise Cascade, LLC, a Delaware limited liability company (“Boise Cascade”), and Boise Paper Holdings, L.L.C., a Delaware limited liability company (“Boise Paper”), (each, a “Party,” and collectively, the “Parties”).

STOCK ESCROW AGREEMENT
Stock Escrow Agreement • June 13th, 2007 • Aldabra 2 Acquisition Corp. • Blank checks • New York

STOCK ESCROW AGREEMENT, dated as of , 2007 (“Agreement”), by and among ALDABRA 2 ACQUISITION CORP., a Delaware corporation (“Company”), TERRAPIN PARTNERS VENTURE PARTNERSHIP, JONATHAN W. BERGER, RICHARD H. ROGEL, TERRAPIN PARTNERS EMPLOYEE PARTNERSHIP and CARL A. ALBERT (collectively “Initial Stockholders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 1st, 2009 • Boise Inc. • Papers & allied products • Delaware

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 4, 2009, is entered into by and among certain investment funds affiliated with Angelo, Gordon & Co., L.P. and listed on Schedule 1 hereto (the “Affiliated Funds”) and Boise Inc., a Delaware corporation (“Boise”).

PLEDGE AND SECURITY AGREEMENT (FIRST LIEN) dated as of February 22, 2008 between EACH OF THE GRANTORS PARTY HERETO and GOLDMAN SACHS CREDIT PARTNERS L.P., as Collateral Agent
Patent Security Agreement • February 28th, 2008 • Boise Inc. • Blank checks • New York

This PLEDGE AND SECURITY AGREEMENT (First Lien), dated as of February 22, 2008 (this “Agreement”), between Aldabra Holding Sub LLC, a Delaware limited liability company (“Holdings”), Aldabra Sub LLC, a Delaware limited liability company (“Aldabra” and, prior to the BPH Merger (as defined below), the “Borrower”, to be merged (the “BPH Merger”) with and into Boise Paper Holdings, L.L.C., a Delaware limited liability company (“BPH” and, after the BPH Merger, the “Borrower”)) and each of the undersigned, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (other than the Collateral Agent, collectively, the “Grantors” and each, a “Grantor”), and Goldman Sachs Credit Partners L.P., as collateral agent for the Secured Parties (as herein defined) (in such capacity as collateral agent, together with its successors and permitted assigns, the “Collateral Agent”).

TRADEMARK SECURITY AGREEMENT (FIRST LIEN)
Trademark Security Agreement • February 28th, 2008 • Boise Inc. • Blank checks

TRADEMARK SECURITY AGREEMENT (FIRST LIEN), dated as of February 22, 2008 (as amended, restated or otherwise modified from time to time, the “Trademark Security Agreement”), by and among ALDABRA SUB LLC, a Delaware limited liability company (to be merged with and into BOISE PAPER HOLDINGS, L.L.C., a Delaware limited liability company, the “Borrower”), ALDABRA HOLDING SUB LLC, a Delaware limited liability company (“Holdings”), CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantors (together with the Borrower and Holdings, collectively, the “Grantors”), and GOLDMAN SACHS CREDIT PARTNERS L.P., in its capacity as collateral agent for the Secured Parties (together with any successors and assigns thereto in such capacity, the “Collateral Agent”).

FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • October 28th, 2009 • Boise Inc. • Papers & allied products • New York

THIS FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is dated as of October 13, 2009 and is entered into by and among BOISE PAPER HOLDINGS, L.L.C., a Delaware limited liability company (“Borrower”), GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Administrative Agent (“Administrative Agent”) and as Collateral Agent (“Collateral Agent”), the GUARANTORS listed on the signature pages hereto, and J.P. MORGAN SECURITIES INC. (“Arranger”), and is made with reference to that certain CREDIT AND GUARANTY AGREEMENT dated as of February 22, 2008 (as amended through the date hereof, the “Credit Agreement”), by and among Borrower, Guarantors, the Lenders from time to time party thereto, GSCP, as Administrative Agent and as Collateral Agent, TORONTO DOMINION (TEXAS) LLC, as Syndication Agent, and BANK OF AMERICA, N.A. and COBANK, ACB, as Co-Documentation Agents. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Credit Agreeme

REVOLVING LOAN NOTE
Revolving Loan Note • February 28th, 2008 • Boise Inc. • Blank checks • Delaware

Borrower also promises to pay interest on the unpaid principal amount hereof, from the date hereof until paid in full (except for contingent obligations for which no claim has been made), at the rates and at the times which shall be determined in accordance with the provisions of that certain Credit and Guaranty Agreement, dated as of February 22, 2008 (as it may be amended, supplemented or otherwise modified, the “Credit Agreement”; the terms defined therein and not otherwise defined herein being used herein as therein defined), by and among BORROWER, ALDABRA HOLDING SUB LLC, a Delaware limited liability company, certain Subsidiaries of Borrower, as Guarantors, the Lenders party thereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P., as Administrative Agent and certain other agents party thereto.

Restricted Stock Unit Award Agreement
Restricted Stock Unit Award Agreement • April 24th, 2009 • Boise Inc. • Papers & allied products

This Restricted Stock Unit Award Agreement (the “Agreement”) is made as of March 16, 2009 (the “Award Date”), by and between Boise Inc. (“Boise”) and (“Awardee” or “you”) pursuant to the Boise Inc. Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

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Subscription Agreement
Subscription Agreement • March 19th, 2007 • Aldabra 2 Acquisition Corp.

The undersigned hereby subscribes for and agrees to purchase 1,500,000 Warrants (“Insider Warrants”) at $1.00 per Insider Warrant, of Aldabra 2 Acquisition Corp. (the “Corporation”) for an aggregate purchase price of $1,500,000 (“Purchase Price”). The purchase and issuance of the Insider Warrants shall occur simultaneously with the consummation of the Corporation’s initial public offering of securities (“IPO”) which is being underwritten by Lazard Capital Markets LLC (“Lazard”). The Insider Warrants will be sold to the undersigned on a private placement basis and not part of the IPO.

REVOLVING LOAN NOTE
Boise Inc. • February 28th, 2008 • Blank checks • Delaware

Borrower also promises to pay interest on the unpaid principal amount hereof, from the date hereof until paid in full (except for contingent obligations for which no claim has been made), at the rates and at the times which shall be determined in accordance with the provisions of that certain Credit and Guaranty Agreement, dated as of February 22, 2008 (as it may be amended, supplemented or otherwise modified, the “Credit Agreement”; the terms defined therein and not otherwise defined herein being used herein as therein defined), by and among BORROWER, ALDABRA HOLDING SUB LLC, a Delaware limited liability company, certain Subsidiaries of Borrower, as Guarantors, the Lenders party thereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P., as Administrative Agent and certain other agents party thereto.

CONTINGENT VALUE RIGHTS AGREEMENT
Contingent Value Rights Agreement • February 1st, 2008 • Aldabra 2 Acquisition Corp. • Blank checks • New York

THIS CONTINGENT VALUE RIGHTS AGREEMENT (the “Agreement”) is dated as of February ___, 2008 (the “Grant Date”) and is by and among Terrapin Partners Venture Partnership, a California general partnership (“Terrapin”), Boise Cascade, L.L.C., a Delaware limited liability company (“Boise Cascade” and, together with Terrapin, each, a “Grantor”, and collectively, the “Grantors”), Aldabra 2 Acquisition Corp., a Delaware Corporation (the “Company”) and the party named as the Holder on the signature page hereto (the “Holder”). The Grantors, the Company and the Holder are sometimes individually referred to herein as a “Party” and collectively as the “Parties”.

Restricted Stock Unit Award Agreement Directors
Restricted Stock Unit Award Agreement • May 5th, 2009 • Boise Inc. • Papers & allied products

This Restricted Stock Unit Award Agreement (the “Agreement”) is made as of March 16, 2009 (the “Award Date”), by and between Boise Inc. (“Boise”) and (“Director” or “you”) pursuant to the Boise Inc. Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

AMENDMENT NO. 2 TO PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • February 28th, 2008 • Boise Inc. • Blank checks • Delaware

This AMENDMENT NO. 2 TO PURCHASE AND SALE AGREEMENT (this “Amendment”), dated February 22, 2008, is by and among Boise Cascade, L.L.C., a Delaware limited liability company (“Seller”), Boise Paper Holdings, L.L.C., a Delaware limited liability company (the “Company”), Boise Packaging & Newsprint, L.L.C., a Delaware limited liability company (“Boise P&N”), Boise White Paper, L.L.C., a Delaware limited liability company (“Boise White Paper”), Boise Cascade Transportation Holdings Corp., a Delaware corporation (“Boise Transportation”), Aldabra 2 Acquisition Corp., a Delaware corporation (“Buyer”), and Aldabra Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Buyer (“Buyer Sub”), and amends that certain Purchase and Sale Agreement, dated September 7, 2007 (and as amended on or about October 18, 2007 by that certain Amendment No. 1 to Purchase and Sale Agreement, and as may be further amended, modified and/or supplemented from time to time, the “Purchase Agreeme

Restricted Stock Award Agreement Director
Restricted Stock Award Agreement • May 5th, 2009 • Boise Inc. • Papers & allied products

This Restricted Stock Award Agreement (the “Agreement”), is made as of March 16, 2009 (the “Award Date”), by and between Boise Inc. (“Boise”) and (“Director” or “you”) pursuant to the Boise Inc. Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

PAPER PURCHASE AGREEMENT
Paper Purchase Agreement • February 28th, 2008 • Boise Inc. • Blank checks • Delaware
Form of Restricted Stock Unit Award Agreement Officers
Restricted Stock Unit Award Agreement • May 6th, 2008 • Boise Inc. • Papers & allied products

This Restricted Stock Unit Award Agreement (the “Agreement”) is made as of May 2, 2008 (the “Award Date”), by and between Boise Inc. (“Boise”) and (“Awardee” or “you”) pursuant to the Boise Inc. Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

AMENDMENT NO. 1 TO PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • October 24th, 2007 • Aldabra 2 Acquisition Corp. • Blank checks • Delaware

This AMENDMENT NO. 1 TO PURCHASE AND SALE AGREEMENT (this "Amendment"), dated October 18, 2007, is by and among Boise Cascade, L.L.C., a Delaware limited liability company ("Seller"), Boise Paper Holdings, L.L.C., a Delaware limited liability company (the "Company"), Boise Packaging & Newsprint, L.L.C., a Delaware limited liability company ("Boise P&N"), Boise White Paper, L.L.C., a Delaware limited liability company ("Boise White Paper"), Boise Cascade Transportation Holdings Corp., a Delaware corporation ("Boise Transportation"), Aldabra 2 Acquisition Corp., a Delaware corporation ("Buyer"), and Aldabra Sub LLC, a Delaware limited liability company agreement and a wholly owned subsidiary of Buyer ("Buyer Sub"), and amends that certain Purchase and Sale Agreement, dated September 7, 2007 (and as may be further amended, modified and/or supplemented from time to time, the "Purchase Agreement"), by and among Seller, the Company, Boise P&N, Boise White Paper, Boise Transportation, Buyer a

BOISE INC. Restricted Stock Award Agreement Director
Restricted Stock Award Agreement • May 4th, 2010 • Boise Inc. • Papers & allied products

This Restricted Stock Award Agreement (the “Agreement”), is made as of March 15, 2010 (the “Award Date”), by and between Boise Inc. (“Boise”) and the individual named above (“Director” or “you”) pursuant to the Boise Inc. Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

PATENT SECURITY AGREEMENT (SECOND LIEN)
Patent Security Agreement • February 28th, 2008 • Boise Inc. • Blank checks

PATENT SECURITY AGREEMENT (SECOND LIEN), dated as of February 22, 2008 (as amended, restated or otherwise modified from time to time, the “Patent Security Agreement”), by and among ALDABRA SUB LLC, a Delaware limited liability company (to be merged with and into BOISE PAPER HOLDINGS, L.L.C., a Delaware limited liability company, the “Borrower”), ALDABRA HOLDING SUB LLC, a Delaware limited liability company (“Holdings”), CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantors (together with the Borrower and Holdings, collectively, the “Grantors”), and LEHMAN COMMERCIAL PAPER INC., in its capacity as collateral agent for the Secured Parties (together with any successors and assigns thereto in such capacity, the “Collateral Agent”).

Restricted Stock Award Agreement
Restricted Stock Award Agreement • April 24th, 2009 • Boise Inc. • Papers & allied products

This Restricted Stock Award Agreement (the “Agreement”), is made as of March 16, 2009 (the “Award Date”), by and between Boise Inc. (“Boise”) and (“Awardee” or “you”) pursuant to the Boise Inc. Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

Restricted Stock Unit Award Agreement Directors
Restricted Stock Unit Award Agreement • August 6th, 2008 • Boise Inc. • Papers & allied products

This Restricted Stock Unit Award Agreement (the “Agreement”) is made as of May , 2008 (the “Award Date”), by and between Boise Inc. (“Boise”) and (“Director” or “you”) pursuant to the Boise Inc. Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

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