FIRST LIEN PLEDGE AND SECURITY AGREEMENT dated as of February 28, 2007 between EACH OF THE GRANTORS PARTY HERETO and GOLDMAN SACHS CREDIT PARTNERS L.P., as Collateral AgentFirst Lien Pledge and Security Agreement • April 12th, 2010 • Arizona Chemical Ltd. • New York
This FIRST LIEN PLEDGE AND SECURITY AGREEMENT, dated as of February 28, 2007 (this “Agreement”), between EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (each, a “Grantor”), and Goldman Sachs Credit Partners L.P. (“GSCP”), as collateral agent for the Secured Parties (as herein defined) (in such capacity as collateral agent, the “Collateral Agent”).
FIRST AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York
THIS FIRST AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is dated as of July 24, 2008 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the “Borrower”), CAPITALSOURCE FINANCE LLC, as Administrative Agent (“Administrative Agent”), acting with the consent of the Requisite Lenders, GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Syndication Agent (together with its permitted successors and assigns in such capacity, “Syndication Agent”), for purposes of Section IV hereof, and the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the “Credit Agreement”; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrower, AZ CHEM US HOLDINGS INC., a Delaware corporation, the subsidiaries of U.S. Holdings named th
THIS LEASE AGREEMENT (“Lease”), dated as of February 28, 2007, between International Paper Company, a New York corporation (“Landlord”), having an office at 6400 Poplar Avenue, Memphis, TN 38197, and Arizona Chemical Company, a Delaware corporation...Lease Agreement • April 12th, 2010 • Arizona Chemical Ltd.
This document prepared by and return to: William G. Glass, Esq. Weiner Shearouse Weitz Greenberg & Shawe LLP 14 East State Street Savannah, GA 31401
SECOND AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York
THIS SECOND AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENT (this “Second Amendment”) is dated as of July 24, 2008 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the “U.S. Borrower”), ARIZONA CHEMICAL AB, a limited liability company organized under the laws of Sweden (“European Borrower”), GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Administrative Agent (“Administrative Agent”), acting with the consent of the Requisite Lenders and, for purposes of Section IV hereof, the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain FIRST LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the “Credit Agreement”; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrowers, ARIZONA CHEM SWEDEN HOLDINGS AB, a limited liability company organized under the laws of Sweden, the subsidiaries
SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 among AZ CHEM US INC., as Borrower, AZ CHEM US HOLDINGS INC. and CERTAIN SUBSIDIARIES OF AZ CHEM US HOLDINGS INC., as Guarantors, VARIOUS LENDERS, GOLDMAN SACHS CREDIT PARTNERS...Counterpart Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York
This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of February 28, 2007, is entered into by and among AZ CHEM US INC., a Delaware corporation (“ Borrower”), AZ CHEM US HOLDINGS INC., a Delaware corporation (“U.S. Holdings”), CERTAIN SUBSIDIARIES OF U.S. HOLDINGS, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Syndication Agent (in such capacity, “Syndication Agent”), and CAPITALSOURCE FINANCE LLC (“CapitalSource”), as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”).
THIS EMPLOYMENT AGREEMENT is dated August 18, 2008 and made BETWEEN:Employment Agreement • April 12th, 2010 • Arizona Chemical Ltd.
WHEREAS, Employer wishes to employ Employee to perform the duties described herein and Employee wishes to perform such duties in the manner and on the terms set forth in this agreement and to perform such additional duties as are consistent with the terms of this agreement and as Employer or any other legal entity belonging to the group of Employer (an “Affiliate”) may from time to time request.
THIRD AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • April 12th, 2010 • Arizona Chemical Ltd. • New York
THIS THIRD AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENT (this “Third Amendment”) is dated as of November 14, 2008 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the “U.S. Borrower”), ARIZONA CHEMICAL AB, a limited liability company organized under the laws of Sweden (“European Borrower”), GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Administrative Agent (“Administrative Agent”), acting with the consent of the Requisite Lenders and, for purposes of Section IV hereof, the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain FIRST LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the “Credit Agreement”; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrowers, ARIZONA CHEM SWEDEN HOLDINGS AB, a limited liability company organized under the laws of Sweden, the subsidiari
FIRST LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 among AZ CHEM US INC., as U.S. Borrower, PROSERPINA 1073 AB (under change of name to ARIZONA CHEM SWEDEN AB), as European Borrower, PROSERPINA 1072 AB (under change of name to...Counterpart Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York
This FIRST LIEN CREDIT AND GUARANTY AGREEMENT, dated as of February 28, 2007, is entered into by and among AZ CHEM US INC., a Delaware corporation (“U.S. Borrower”), PROSERPINA 1073 AB (under change of name to ARIZONA CHEM SWEDEN AB), a limited liability company organized under the laws of Sweden (“European Borrower”, and, together with U.S. Borrower, the “Borrowers”), PROSERPINA 1072 AB (under change of name to ARIZONA CHEM SWEDEN HOLDINGS AB), a limited liability company organized under the laws of Sweden (“Holdings”), CERTAIN SUBSIDIARIES OF HOLDINGS, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Syndication Agent (in such capacity, “Syndication Agent”), Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”), and BANK OF AMERICA, N.A. “BANA”), as Documentation Agent (in such
FIRST LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 among AZ CHEM US INC., as U.S. Borrower, PROSERPINA 1073 AB (under change of name to ARIZONA CHEM SWEDEN AB), as European Borrower, PROSERPINA 1072 AB (under change of name to...First Lien Credit and Guaranty Agreement • April 12th, 2010 • Arizona Chemical Ltd. • New York
This FIRST LIEN CREDIT AND GUARANTY AGREEMENT, dated as of February 28, 2007, is entered into by and among AZ CHEM US INC., a Delaware corporation (“U.S. Borrower”), PROSERPINA 1073 AB (under change of name to ARIZONA CHEM SWEDEN AB), a limited liability company organized under the laws of Sweden (“European Borrower”, and, together with U.S. Borrower, the “Borrowers”), PROSERPINA 1072 AB (under change of name to ARIZONA CHEM SWEDEN HOLDINGS AB), a limited liability company organized under the laws of Sweden (“Holdings”), CERTAIN SUBSIDIARIES OF HOLDINGS, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Syndication Agent (in such capacity, “Syndication Agent”), Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”), and BANK OF AMERICA, N.A. “BANA”), as Documentation Agent (in such
SECOND LIEN PLEDGE AND SECURITY AGREEMENT dated as of February 28, 2007 between EACH OF THE GRANTORS PARTY HERETO and CAPITALSOURCE FINANCE LLC, as Collateral AgentControl Agreement • April 12th, 2010 • Arizona Chemical Ltd. • New York
This SECOND LIEN PLEDGE AND SECURITY AGREEMENT, dated as of February 28, 2007 (this “Agreement”), between EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (each, a “Grantor”), and CAPITALSOURCE FINANCE LLC (“CapitalSource”), as collateral agent for the Secured Parties (as herein defined) (in such capacity as collateral agent, the “Collateral Agent”).
FOURTH AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York
THIS FOURTH AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENT (this “Fourth Amendment”) is dated as of May 28, 2010 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the “U.S. Borrower”), ARIZONA CHEMICAL AKTIEBOLAG, a limited liability company organized under the laws of Sweden (“European Borrower”), GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Administrative Agent (“Administrative Agent”), acting with the consent of the Requisite Lenders and, for purposes of Section V hereof, the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain FIRST LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the “Credit Agreement”; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrowers, ARIZONA CHEM SWEDEN HOLDINGS AB, a limited liability company organized under the laws of Sweden (“Holdings”
SECOND AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • June 7th, 2010 • Arizona Chemical Ltd. • Plastic materials, synth resins & nonvulcan elastomers • New York
THIS SECOND AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT (this “Second Amendment”) is dated as of May 28, 2010 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the “Borrower”), CAPITALSOURCE FINANCE LLC, as Administrative Agent (“Administrative Agent”), acting with the consent of the Requisite Lenders, GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Syndication Agent (together with its permitted successors and assigns in such capacity, “Syndication Agent”) and, for purposes of Section V hereof, the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the “Credit Agreement”; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrower, AZ CHEM US HOLDINGS INC., a Delaware corporation, the subsidiaries of U.S. Holdings na
SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 among AZ CHEM US INC., as Borrower, AZ CHEM US HOLDINGS INC. and CERTAIN SUBSIDIARIES OF AZ CHEM US HOLDINGS INC., as Guarantors, VARIOUS LENDERS, GOLDMAN SACHS CREDIT PARTNERS...Second Lien Credit and Guaranty Agreement • April 12th, 2010 • Arizona Chemical Ltd. • New York
This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of February 28, 2007, is entered into by and among AZ CHEM US INC., a Delaware corporation (“ Borrower”), AZ CHEM US HOLDINGS INC., a Delaware corporation (“U.S. Holdings”), CERTAIN SUBSIDIARIES OF U.S. HOLDINGS, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Syndication Agent (in such capacity, “Syndication Agent”), and CAPITALSOURCE FINANCE LLC (“CapitalSource”), as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”).
Second Amended and Restated CTO/BLS Supply AgreementBLS Supply Agreement • April 12th, 2010 • Arizona Chemical Ltd. • New York
This Second Amended and Restated CTO/BLS Supply Agreement (this “Agreement”) is entered into effective as of November 17, 2009 by and between INTERNATIONAL PAPER COMPANY, a New York corporation having its global headquarters located at 6400 Poplar Avenue, Memphis, Tennessee 38197 (“IP”), and ARIZONA CHEMICAL COMPANY, LLC, a Delaware limited liability company having its principal business office at 4600 Touchton Road East, Suite 1500, Jacksonville, Florida 32246 (“ACC”).
FIRST AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • April 12th, 2010 • Arizona Chemical Ltd. • New York
THIS FIRST AMENDMENT TO FIRST LIEN CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is dated as of July 1, 2008 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the “U.S. Borrower”), ARIZONA CHEMICAL AB, a limited liability company organized under the laws of Sweden (“European Borrower”), GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Administrative Agent (“Administrative Agent”), acting with the consent of the Requisite Lenders and, for purposes of Section IV hereof, the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain FIRST LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the “Credit Agreement”; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrowers, ARIZONA CHEM SWEDEN HOLDINGS AB, a limited liability company organized under the laws of Sweden, the subsidiaries of Holdi
Second Amended and Restated CST Supply AgreementCST Supply Agreement • April 12th, 2010 • Arizona Chemical Ltd. • New York
This Second Amended and Restated CST Supply Agreement (this “Agreement”) is entered into effective as of November 17, 2009 by and between INTERNATIONAL PAPER COMPANY, a New York corporation having its global headquarters located at 6400 Poplar Avenue, Memphis, Tennessee 38197 (“IP”), and ARIZONA CHEMICAL COMPANY, LLC, a Delaware limited liability company having its principal business office at 4600 Touchton Road East, Suite 1500, Jacksonville, Florida 32246 (“ACC”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 12th, 2010 • Arizona Chemical Ltd.
Arizona Chemical B.V., a limited liability company (besloten vennootschap), having its seat (statutaire zetel) in Almere, and its registered office in (1322 CE) Almere at the address Transistorstraat 16, The Netherlands (the “Employer”)
