SECOND SUPPLEMENTAL INDENTURE The undersigned are executing and delivering this Second Supplemental Indenture pursuant to Section 4.13 of the Indenture, dated as of July 6, 1999, as supplemented (the "Indenture"), among Berry Plastics Corporation (the...Supplemental Indenture • March 30th, 2001 • BPC Holding Corp • Plastics products, nec
The undersigned are executing and delivering this Second Supplemental Indenture pursuant to Section 4.13 of the Indenture, dated as of July 6, 1999, as supplemented (the "Indenture"), among Berry Plastics Corporation (the "Company"), BPC Holding Corporation ("Holding"), Berry Iowa Corporation ("Berry Iowa"), Berry Tri-Plas Corporation ("Berry Tri-Plas"), Berry Sterling Corporation ("Berry Sterling"), AeroCon, Inc. ("AeroCon"), PackerWare Corporation ("PackerWare"), Berry Plastics Design Corporation ("Berry Design"), Venture Packaging, Inc. ("Venture"), Berry Plastics Technical Services, Inc. (f/k/a Venture Packaging Southeast, Inc.)("Berry Technical"), Venture Packaging Midwest, Inc. ("Midwest"), NIM Holdings Limited ("NIM"), Berry Plastics U.K. Limited (f/k/a Norwich Injection Moulders Limited)("Berry UK"), Norwich Acquisition Limited ("Norwich"), Knight Plastics, Inc. ("Knight"), CPI Holding Corporation ("CPI"), Cardinal Packaging, Inc. ("Cardinal"), Poly-Seal Corporation ("Poly-Seal
Exhibit 4.6 STOCKHOLDERS AGREEMENT (this "AGREEMENT") dated as of July 22, 2002, among BPC HOLDING CORPORATION, a Delaware corporation (the "CORPORATION"), and those stockholders of the Corporation listed on Schedule A attached hereto who execute and...Stockholders Agreement • August 7th, 2002 • BPC Holding Corp • Plastics products, nec • Delaware
ESCROW AGREEMENT dated as of May 9, 2000, among BERRY PLASTICS CORPORATION, a Delaware corporation (the "PARENT"), POLY-SEAL CORPORATION, a Delaware corporation (the "COMPANY"), MICHAEL C. LARNED AND MICHAEL D. DE MILT (the "SHAREHOLDER PARTY...Escrow Agreement • May 24th, 2000 • BPC Holding Corp • Plastics products, nec • Delaware
AMENDMENT NO. 1 dated as of December ______, 2003, between BERRY PLASTICS CORPORATION, a Delaware corporation (the "Corporation"), and WILLIAM J. HERDRICH (the "Employee").Employment Agreement • March 22nd, 2005 • BPC Holding Corp • Plastics products, nec • Indiana
RECITALSLoan and Security Agreement • March 30th, 2001 • BPC Holding Corp • Plastics products, nec
BY AND AMONGAgreement and Plan of Merger • June 8th, 2005 • BPC Holding Corp • Plastics products, nec • New York
ESCROW AGREEMENT dated as of July 6, 1999, among BERRY PLASTICS CORPORATION (the "Buyer"), CARDINAL PACKAGING, INC., a Delaware corporation (the "COMPANY"), KEY EQUITY CAPITAL CORPORATION (the "SHAREHOLDERS' REPRESENTATIVE") and OLD NATIONAL TRUST...Escrow Agreement • July 21st, 1999 • BPC Holding Corp • Plastics products, nec • New York
Stockholders AgreementStockholders Agreement • March 30th, 2001 • BPC Holding Corp • Plastics products, nec • New York
AMENDED AND RESTATED TAX SHARING AGREEMENT AMENDED AND RESTATED TAX SHARING AGREEMENT, made as of March 15, 2001, by and among BPC Holding Corporation, a Delaware corporation having its principal place of business at 101 Oakley Street, Evansville,...Tax Sharing Agreement • March 30th, 2001 • BPC Holding Corp • Plastics products, nec • New York
REGISTRATION RIGHTS AGREEMENT by and among Berry Plastics Corporation and the Guarantors party hereto, and Banc of America Securities LLC as representative of the Initial Purchasers Dated as of April 30, 2010Registration Rights Agreement • May 4th, 2010 • Berry Plastics Corp • Plastics products, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 30, 2010, by and among Berry Plastics Corporation, a Delaware corporation (the “Company”), certain subsidiaries of the Company listed on Annex A-1 of the Purchase Agreement (the “Guarantors”), Banc of America Securities LLC, as representative of the Initial Purchasers (the “Representative”), has agreed to purchase, pursuant to the Purchase Agreement (as defined below), the 9 1/2% Second Priority Senior Secured Notes due 2018 (the “Initial Notes”) issued by the Company, which obligations are assumed by the Company on the date hereof. The Guarantors will fully and unconditionally guarantee (the “Initial Guarantees”), on a senior secured basis, the Company’s obligations under the Initial Notes. The Initial Notes and the Initial Guarantees are herein collectively referred to as the “Initial Securities.”
EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan • February 10th, 1997 • BPC Holding Corp • Plastics products, nec • Kansas
RECITALSCredit and Guaranty Agreement • June 8th, 2005 • BPC Holding Corp • Plastics products, nec • New York
FOURTH SUPPLEMENTAL INDENTURE The undersigned are executing and delivering this Fourth Supplemental Indenture pursuant to Section 4.13 of the Indenture, dated as of August 24, 1998, as supplemented (the "Indenture"), among Berry Plastics Corporation...Fourth Supplemental Indenture • March 30th, 2001 • BPC Holding Corp • Plastics products, nec
The undersigned are executing and delivering this Fourth Supplemental Indenture pursuant to Section 4.13 of the Indenture, dated as of August 24, 1998, as supplemented (the "Indenture"), among Berry Plastics Corporation (the "Company"), BPC Holding Corporation ("Holding"), Berry Iowa Corporation ("Berry Iowa"), Berry Tri-Plas Corporation ("Berry Tri-Plas"), Berry Sterling Corporation ("Berry Sterling"), AeroCon, Inc. ("AeroCon"), PackerWare Corporation ("PackerWare"), Berry Plastics Design Corporation ("Berry Design"), Venture Packaging, Inc. ("Venture"), Berry Plastics Technical Services, Inc. (f/k/a Venture Packaging Southeast, Inc.)("Berry Technical"), Venture Packaging Midwest, Inc. ("Midwest"), NIM Holdings Limited ("NIM"), Berry Plastics U.K. Limited (f/k/a Norwich Injection Moulders Limited)("Berry UK"), Norwich Acquisition Limited ("Norwich"), Knight Plastics, Inc. ("Knight"), CPI Holding Corporation ("CPI"), Cardinal Packaging, Inc. ("Cardinal"), Poly-Seal Corporation ("Poly-S
EXHIBIT 2.12 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 28th, 1997 • BPC Holding Corp • Plastics products, nec
EMPLOYMENT AGREEMENT dated as of April 29, 1997, between BERRY PLASTICS CORPORATION, a Delaware corporation (the "Corporation"), and GEORGE A. WILLBRANDT (the "Employee").Employment Agreement • April 1st, 1999 • BPC Holding Corp • Plastics products, nec • Indiana
RECITALSFinancing and Security Agreement • March 30th, 2001 • BPC Holding Corp • Plastics products, nec • Maryland
SHARE AND QUOTA PURCHASE AGREEMENTBPC Holding Corp • March 30th, 2001 • Plastics products, nec
COVALENCE SPECIALTY MATERIALS CORP., as Issuer, and the Guarantors named herein 10¼% Senior Subordinated Notes due 2016 INDENTURE Dated as of February 16, 2006 WELLS FARGO BANK, NATIONAL ASSOCIATION, as TrusteeIndenture • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • New York
INDENTURE dated as of February 16, 2006 among COVALENCE SPECIALTY MATERIALS CORP., a Delaware corporation (the “Company”), the Guarantors (as defined herein) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
BERRY PLASTICS CORPORATION, as Issuer, and certain Guarantors 9.75% Second Priority Senior Secured Notes due 2021 INDENTURE Dated as of November 19, 2010 U.S. BANK NATIONAL ASSOCIATION, as TrusteeIndenture • November 19th, 2010 • Berry Plastics Corp • Plastics products, nec • New York
INDENTURE dated as of November 19, 2010 among BERRY PLASTICS CORPORATION, a Delaware corporation (the “Issuer”), U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”), and the Guarantors (as defined herein).
TENTH SUPPLEMENTAL INDENTURE ---------------------------- The undersigned are executing and delivering this Tenth Supplemental Indenture pursuant to Section 4.13 of the Indenture, dated as of April 21, 1994, as supplemented (the "Indenture"), among...Tenth Supplemental Indenture • March 30th, 2001 • BPC Holding Corp • Plastics products, nec
The undersigned are executing and delivering this Tenth Supplemental Indenture pursuant to Section 4.13 of the Indenture, dated as of April 21, 1994, as supplemented (the "Indenture"), among Berry Plastics Corporation (the "Company"), BPC Holding Corporation ("Holding"), Berry Iowa Corporation ("Berry Iowa"), Berry Tri-Plas Corporation ("Berry Tri-Plas"), Berry Sterling Corporation ("Berry Sterling"), AeroCon, Inc. ("AeroCon"), PackerWare Corporation ("PackerWare"), Berry Plastics Design Corporation ("Berry Design"), Venture Packaging, Inc. ("Venture"), Berry Plastics Technical Services, Inc. (f/k/a Venture Packaging Southeast, Inc.)("Berry Technical"), Venture Packaging Midwest, Inc. ("Midwest"), NIM Holdings Limited ("NIM"), Berry Plastics U.K. Limited (f/k/a Norwich Injection Moulders Limited)("Berry UK"), Norwich Acquisition Limited ("Norwich"), Knight Plastics, Inc. ("Knight"), CPI Holding Corporation ("CPI"), Cardinal Packaging, Inc. ("Cardinal"), Poly-Seal Corporation ("Poly-Sea
EXHIBIT 2.2Agreement and Plan Of • February 10th, 1997 • BPC Holding Corp • Plastics products, nec • Kansas
AMENDED AND RESTATED INTERCREDITOR AGREEMENTIntercreditor Agreement • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • New York
THIS AMENDED AND RESTATED INTERCREDITOR AGREEMENT is amended and restated as of April 3, 2007, among CREDIT SUISSE, CAYMAN ISLANDS BRANCH (“Credit Suisse”) and BANK OF AMERICA, N.A., each in their capacity as First Lien Agent, WELLS FARGO BANK, N.A., as Trustee, BERRY PLASTICS GROUP, INC., a Delaware corporation (“Holdings”), COVALENCE SPECIALTY MATERIALS CORP., a Delaware corporation, which on the Closing Date shall be merged (the “Merger”) with and into BERRY PLASTICS HOLDING CORPORATION (“Berry”), with BERRY PLASTICS HOLDING CORPORATION surviving such Merger as a borrower under the Term Credit Agreement (as defined below), a borrower under the Revolving Credit Agreement (as defined below), and the obligor under the Notes (as defined below) (the “Company”), and each Subsidiary of the Company listed on Schedule I hereto or that becomes a party hereto pursuant to Section 8.21 below.
EMPLOYMENT AGREEMENTEmployment Agreement • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • Delaware
(this “Agreement”) dated as of May 26, 2006, between COVALENCE SPECIALTY MATERIALS CORP., a Delaware corporation (the “Company”) and LAYLE K. SMITH (the “Executive”).
BPC ACQUISITION CORP. and (following the merger of BPC Acquisition Corp. with and into BPC Holding Corporation, BPC HOLDING CORPORATION, as Issuer, and certain Guarantors) 11% Senior Subordinated Notes due 2016 ________________________ INDENTURE Dated...Supplemental Indenture • November 2nd, 2006 • Berry Plastics Holding Corp • Plastics products, nec • New York
INDENTURE dated as of September 20, 2006 among BPC ACQUISITION CORP., a Delaware corporation (“Merger Sub”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”), and, upon execution and delivery of a supplemental indenture, BPC HOLDING CORPORATION, a Delaware corporation (the “Company”).
GUARANTEE AND COLLATERAL AGREEMENT dated and effective as of September 20, 2006, among BERRY PLASTICS GROUP, INC. BPC ACQUISITION CORP. (which on the Closing Date shall be merged with and into BPC Holding Corporation, with BPC Holding Corporation...Guarantee and Collateral Agreement • November 2nd, 2006 • Berry Plastics Holding Corp • Plastics products, nec • New York
GUARANTEE AND COLLATERAL AGREEMENT dated and effective as of September 20, 2006 (this “Agreement”), among BERRY PLASTICS GROUP INC., a Delaware corporation (“Holdings”), BPC ACQUISITION CORP., a Delaware corporation, which on the Closing Date shall be merged (the “Merger”) with and into BPC Holding Corporation, a Delaware corporation, with BPC Holding Corporation surviving such merger as the borrower (the “Borrower”), upon the consummation of the Merger, each Subsidiary of the Borrower identified herein as a party (each, a “Subsidiary Party”) and CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as administrative agent and collateral agent (in such capacities, the “Administrative Agent”) for the Secured Parties (as defined below).
EXHIBIT 10.4 BERRY PLASTICS CORPORATION BPC HOLDING CORPORATION FIRST AMENDMENT TO SECOND AMENDED AND RESTATED EXISTING CREDIT AGREEMENT This AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this "AMENDMENT") is dated as of October [__],...Credit Agreement • March 22nd, 2005 • BPC Holding Corp • Plastics products, nec • New York
CREDIT AGREEMENT Dated as of September 20, 2006, among BERRY PLASTICS GROUP, INC., BPC ACQUISITION CORP., (which on the Closing Date shall be merged with and into BPC Holding Corporation, with BPC Holding Corporation surviving such merger as the...Credit Agreement • November 2nd, 2006 • Berry Plastics Holding Corp • Plastics products, nec • New York
WHEREAS, affiliates of Apollo Management VI, L.P. and Graham Partners Inc. (collectively, the “Funds”) have formed Holdings and BPC Acquisition Corp. for the purpose of entering into that certain Agreement and Plan of Merger dated as of June 28, 2006 (the “Acquisition Agreement”) by and among BPC HOLDING CORPORATION (“Target”), BPC Holding Acquisition Corp and BPC Acquisition Corp., pursuant to which BPC Acquisition Corp. will merge with and into the Target, with Target surviving such merger (the “Acquisition”);
AMENDMENT NO. 3 TO THE AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • May 3rd, 2012 • Berry Plastics Corp • Plastics products, nec • New York
This notice constitutes a Swingline Borrowing Request and the Borrower named below hereby requests Borrowings under the Credit Agreement, and in that connection such Borrower specifies the following information with respect to such Borrowings requested hereby:
WARRANTAnd Warrant Purchase Agreement • May 24th, 2000 • BPC Holding Corp • Plastics products, nec • New York
EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan Of • September 15th, 1997 • BPC Holding Corp • Plastics products, nec • Ohio
ContractEmployment Agreement • November 2nd, 2006 • Berry Plastics Holding Corp • Plastics products, nec • Indiana
EMPLOYMENT AGREEMENT dated as of September 15, 2006, between Berry Plastics Corporation, a Delaware corporation (the “Company”), and the individual listed on Schedule 1 hereto (the “Employee”).
FORM OF ISO AGREEMENT NONTRANSFERABLE PERFORMANCE-BASED INCENTIVE STOCK OPTION AGREEMENT AGREEMENT dated as of October __, 1996, between BPC HOLDING CORPORATION, a Delaware corporation (the "Company"), and [NAME] (the "Optionee," which term as used...Iso Agreement • March 28th, 1997 • BPC Holding Corp • Plastics products, nec • New York
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • April 10th, 2007 • Berry Plastics Holding Corp • Plastics products, nec • New York
This SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) is dated as of April 3, 2007, among BERRY PLASTICS HOLDING CORPORATION (or its successor) (the “Company”), the existing guarantors identified on the signature pages hereto (the “Existing Guarantors”), the new guarantors identified on the signature pages hereto (the “New Guarantors”, and together with the Existing Guarantors, the “Guarantors”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
ContractEmployment Agreement • November 2nd, 2006 • Berry Plastics Holding Corp • Plastics products, nec
AMENDMENT TO EMPLOYMENT AGREEMENT dated as of September 13, 2006, between Berry Plastics Corporation, a Delaware corporation (the “Corporation”), and GLENN ADAM UNFRIED (the “Employee”).
RECITALEmployee Stock Purchase Agreement • August 7th, 2002 • BPC Holding Corp • Plastics products, nec • Delaware
