Dated 5 NOVEMBER 2010 AMENDMENT AGREEMENT REYNOLDS GROUP HOLDINGS LIMITED AS PARENT AND BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) I S.A. AS THE COMPANY AND CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH AS ADMINISTRATIVE AGENT AND THE BANK OF NEW YORK MELLON...

EXHIBIT 4.15.3

Dated 5 NOVEMBER 2010
AMENDMENT AGREEMENT

XXXXXXXX GROUP HOLDINGS LIMITED
AS PARENT
AND
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) I S.A.
AS THE COMPANY
AND
CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH
AS ADMINISTRATIVE AGENT
AND
THE BANK OF NEW YORK MELLON
AS COLLATERAL AGENT
AND
CREDIT SUISSE AG
AS THE SECURITY TRUSTEE
AND
THE BANK OF NEW YORK MELLON
AS SENIOR SECURED NOTES TRUSTEE
AND
THE BANK OF NEW YORK MELLON
AS THE HIGH YIELD NOTEHOLDERS TRUSTEE
AND
OTHERS

RELATING TO AN
INTERCREDITOR AGREEMENT
DATED 11 MAY 2007
(as amended by a letter dated 21 June 2007 and a further letter dated 29 June 2007 and as
amended and restated pursuant to an amendment and restatement agreement dated 5
November 2009)

The taking of this document or any certified copy of it or any other document which constitutes substitute documentation for it, or any document which includes written confirmations or references to it, into Austria as well as printing out any e-mail communication which refers to this document in Austria or sending any e-mail communication to which a pdf scan of this document is attached to an Austrian addressee or sending any e-mail communication carrying an electronic or digital signature which refers to this document to an Austrian addressee may cause the imposition of Austrian stamp duty. Accordingly, keep the original document as well as all certified copies thereof and written and signed references to it outside of Austria and avoid printing out any e-mail communication which refers to this document in Austria or sending any e-mail communication to which a pdf-scan of this document is attached to an Austrian addressee or sending any e-mail communication carrying an electronic or digital signature which refers to this document to an Austrian addressee.

CONTENTS

Clause							Page
	1.			Definitions And Interpretation			2
	2.			Amendment			2
	3.			Continuity And Further Assurance			3
	4.			Miscellaneous			3
	5.			Governing Law And Submission To Jurisdiction			3
Schedule 1 Amendments To Intercreditor Agreement							5

THIS AGREEMENT is dated 5 November 2010 and made between:

(1)		BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) I S.A. (formerly known as Rank Holdings I S.A.), a public limited liability company (société anonyme) incorporated under the laws of Luxembourg with registered office at 6C, Parc d’Activités Syrdall, L-5365 Munsbach, Grand Duchy of Luxembourg, registered with the Luxembourg Register of Commerce and Companies under the number B 128592 (the “Company”);
(2)		XXXXXXXX GROUP HOLDINGS LIMITED (formerly known as Rank Group Holdings Limited), a company incorporated in New Zealand with registered number 1812226 (“Parent”);
(3)		BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) II S.A. (formerly known as Rank Holdings II S.A.), a public limited liability company (société anonyme) incorporated under the laws of Luxembourg with registered office at 6C, Parc d’Activités Syrdall, L-5365 Munsbach, registered with the Luxembourg Register of Commerce and Companies under the number B 128914 (“Luxco B”);
(4)		THE COMPANIES whose names are set out in the signature pages to this Agreement under the heading “The Obligors” (the “Obligors”);
(5)		THE COMPANIES whose names are set out in the signature pages to this Agreement under the heading “Subordinated Guarantor” (the “Subordinated Guarantors”);
(6)		THE BANK OF NEW YORK MELLON as the “Collateral Agent” as appointed under the First Lien Intercreditor Agreement (as defined below);
(7)		THE BANKS AND FINANCIAL INSTITUTIONS whose names are set out in the signature pages to this Agreement under the heading “Secured Local Facility Providers” (the “Secured Local Facility Providers”);
(8)		CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH as the “Administrative Agent” under the Senior Facilities Agreement;
(9)		CREDIT SUISSE AG, as the “Security Trustee” for the HY Noteholders;
(10)		THE BANK OF NEW YORK MELLON, as the “Senior Secured Notes Trustee”;
(11)		THE BANK OF NEW YORK MELLON, as the “HY Noteholders Trustee”.

RECITALS:

(A)		In order to fund the Acquisition (as defined below), certain Additional Agreements (as defined in the First Lien Intercreditor Agreement) will be entered into whereby the Parent and certain subsidiaries of the Parent will incur Additional Obligations (as defined in the First Lien Intercreditor Agreement).
(B)		The Original Intercreditor Agreement (as defined below) will be amended by this Agreement to extend the benefits of certain provisions of the Original Intercreditor

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Agreement to the holders of the Additional Obligations to be incurred in respect of the Acquisition and any holder of any future Additional Obligations.

IT IS AGREED as follows:

1.		DEFINITIONS AND INTERPRETATION
1.1		Definitions
		In this Agreement:
		“Acquisition” means the acquisition of Pactiv Corporation by the Xxxxxxxx group.
		“Amended Intercreditor Agreement” means the Original Intercreditor Agreement, as amended by this Agreement.
		“First Lien Intercreditor Agreement” means the first lien intercreditor agreement dated 5 November 2009 between, among others, the Collateral Agent, The Bank of New York Mellon, as Senior Secured Notes Trustee, Credit Suisse as administrative agent under the Senior Facilities Agreement and the Obligors, as amended, novated, supplemented, restated, replaced or modified from time to time.
		“Original Intercreditor Agreement” means the intercreditor agreement dated 11 May 2007 between the Company, and certain of its Subsidiaries, the Agent, the Security Trustee and others as amended and amended and restated from time to time prior to the date of this Agreement.
1.2		Incorporation of defined terms

	(a)		Unless a contrary indication appears, a term defined in the Original Intercreditor Agreement has the same meaning in this Agreement.
	(b)		The principles of construction set out in the Original Intercreditor Agreement shall have effect as if set out in this Agreement.

1.3		Clauses
		In this Agreement any reference to a “Clause” or a “Schedule” is, unless the context otherwise requires, a reference to a Clause or a Schedule to this Agreement.
1.4		Third party rights
		A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Xxx 0000 to enforce or to enjoy the benefit of any term of this Agreement.
1.5		Designation
		In accordance with the Senior Facilities Agreement, each of the Company and the Administrative Agent designate this Agreement as a Loan Document.
2.		AMENDMENT
2.1		Amendment of the Original Intercreditor Agreement
		With effect from the date of this Agreement the Original Intercreditor Agreement shall be amended as set out in Schedule 1 (Amendments to Intercreditor Agreement).

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3.		CONTINUITY AND FURTHER ASSURANCE
3.1		Continuing obligations
		The provisions of the Original Intercreditor Agreement and the other Credit Documents (as defined in the First Lien Intercreditor Agreement) shall, save as amended by this Agreement, continue in full force and effect.
3.2		Further assurance
		Each Obligor shall, at the request of the Administrative Agent or the Collateral Agent and at its own expense, do all such acts and things necessary or desirable to give effect to the amendments effected or to be effected pursuant to this Agreement.
3.3		Confirmation by Obligors
		Each Obligor confirms that it is party to this Agreement and the Amended Intercreditor Agreement in its capacity as a Grantor under and as defined in the First Lien Intercreditor Agreement.
4.		MISCELLANEOUS
4.1		Incorporation of terms
		The provisions of clause 25 (Notices), clause 26.1 (Invalidity of any provision), clause 26.5 (Amendments to this Agreement), clause 31.3 (Consent), clause 31.4 (Service of Process) and clause 32 (Austrian Stamp Duty) of the Original Intercreditor Agreement shall be incorporated into this Agreement as if set out in full in this Agreement and as if references in those clauses to “the Agreement” are references to this Agreement.
4.2		Counterparts
		This Agreement may be executed in any number of counterparts, and this has the same effect as if the signatures on the counterparts were on a single copy of this Agreement.
5.		GOVERNING LAW AND SUBMISSION TO JURISDICTION
5.1		Governing Law
		This Agreement and all non-contractual obligations arising from or connected with it are governed by English law.
5.2		Jurisdiction of English Courts

	(a)		The courts of England have exclusive jurisdiction to settle any dispute arising out of or in connection with this Agreement (including a dispute regarding the existence, validity or termination of this Agreement or any non-contractual obligations arising out of or in connection with this Agreement) (a “Dispute”) and that accordingly any suit, action or proceeding (together in this clause 5 and in clause 31.2 of the Original Intercreditor Agreement as incorporated in this Agreement referred to as “Proceedings”) arising out of or in connection with this Agreement shall be brought in such courts.
	(b)		The parties agree that the courts of England are the most appropriate and convenient courts to settle Disputes and accordingly no party will agree to the contrary.

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This Agreement has been entered into on the date stated at the beginning of this Agreement.

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SCHEDULE 1

Amendments to Intercreditor Agreement

With effect from the date of this Agreement the Original Intercreditor Agreement shall be amended as follows:

(a) Clause 1.1 (Definitions) shall be amended as follows:

	(i)		the following new definitions shall be inserted in alphabetical order:
			““Additional Agreement” means any Additional Agreement from time to time under the First Lien Intercreditor Agreement.”;
			““Additional Obligations” means any Additional Obligations from time to time under the First Lien Intercreditor Agreement.”;
	(ii)		the words “or the equivalent provision of any Additional Agreement” shall be inserted after the word “Indenture” in the definition of “Senior Payment Default”;

(b)		Sub-clause 4.2.1 (Permitted Parentco Payments and Luxco B Payments) shall be deleted and replaced in its entirety by the following:
		“4.2.1 in respect of the Parentco Debt which is a payment, or is promptly used by the Parent to fund a payment that is permitted under the Senior Finance Documents;”;

(c)		Sub-clause 5.2.2 (Payment Blockage) shall be deleted and replaced in its entirety by the following:
		“5.2.2 such amount is a payment, or is promptly used by the Parent to fund a payment which is permitted under the Senior Finance Documents; or”;
(d)		A new sub-Clause 26.10 shall be inserted as follows:
		“26.10 Collateral Agent
		For the avoidance of doubt, the rights, duties, powers and benefits of the Collateral Agent under this Agreement shall be exercised and performed in accordance with and subject to the First Lien Intercreditor Agreement.”;
(e)		The heading of Clause 27.4 (Accession of Subordinated Guarantors, Obligors, Administrative Agent, Collateral Agent, Senior Secured Notes Trustee, the HY Noteholders Trustee and Secured Local Facility Provider) shall be deleted in its entirety and replaced with the following:
		“(Accession of Subordinated Guarantors, Obligors, Administrative Agent, Collateral Agent, Senior Secured Notes Trustee, HY Noteholders Trustee, Secured Local Facility Provider and applicable representative under an Additional Agreement)”;

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(f) Clause 27.4 (Accession of Subordinated Guarantors, Obligors, Administrative Agent, Senior Agent, Collateral Agent, Senior Secured Notes Trustee, the HY Noteholders Trustee and Secured Local Facility Provider) shall be amended by inserting a new paragraph 27.4.4 as follows:

“27.4.4  An applicable representative or trustee of holders of a series of Additional Obligations shall and any replacement of, or other, Collateral Agent, Senior Agent, Administrative Agent or Senior Secured Notes Trustee, shall (at the request of the Parent or Senior Agent) accede to this Agreement in such capacity by executing an Accession Agreement, and delivering the same to each of the Security Trustee, the Collateral Agent and the Senior Agent. Any such applicable representative, trustee, Collateral Agent or Administrative Agent shall become a Party upon each of the Collateral Agent, the Senior Agent and the Security Trustee (as relevant) countersigning the relevant Accession Agreement.”,

		so that the existing paragraph 27.4.4 is realigned to become paragraph 27.4.5; and
(g)		Paragraph 3 of the Form of Accession Agreement in Schedule 1 of the Original Intercreditor Agreement shall be amended by inserting the following words at the end of the paragraph:
		“/ an applicable representative or trustee of holders of a series of Additional Obligations/ a Collateral Agent/ an Administrative Agent/ a Senior Secured Notes Trustee”.

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SIGNATURES

The Parent
XXXXXXXX GROUP HOLDINGS LIMITED
By:		/s/ Xxxxxxxx Xxxxxx
Witness:   /s/ Xxxxx Xxxxx
Witness Name:  Xxxxx Xxxxx
The Company
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) I S.A.
By:		/s/ Xxxxxxxx Xxxxxx
LUXCO B
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) II S.A
By:		/s/ Xxxxxxxx Xxxxxx
The Obligors and The Subordinated Guarantors
Executed by WHAKATANE MILL AUSTRALIA PTY, LIMITED
by the party’s attorney pursuant to power of attorney
dated 6 October 2010 who states that no notice of
revocation of the power of attorney has been received
in the presence of:

/s/ Xxxxx Xxxxx		/s/ Xxxxxxxx Xxxxxx
Witness:		Attorney
Xxxxx Xxxxx		Xxxxxxxx Xxxxxx
Name of Witness		Name of Attorney

SIG BEVERAGES BRASIL LTDA
By:		/s/ Xxxxxxxx Xxxxxx
SIG COMBIBLOC DO BRASIL LTDA
By:		/s/ Xxxxxxxx Xxxxxx

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CLOSURE SYSTEMS INTERNATIONAL (BRAZIL) SISTEMAS DE VEDAÇÃO LTDA
By:		/s/ Xxxxxxxx Xxxxxx
CSI LATIN AMERICAN HOLDINGS CORPORATION
By:		/s/ Xxxxxxxx Xxxxxx
CLOSURE SYSTEMS INTERNATIONAL (CANADA) LIMITED
By:		/s/ Xxxxxxxx Xxxxxx
EVERGREEN PACKAGING CANADA LIMITED
By:		/s/ Xxxxxxxx Xxxxxx
XXXXXXXX FOOD PACKAGING CANADA INC.
By:		/s/ Xxxxxxxx Xxxxxx
CSI CLOSURE SYSTEMS MANUFACTURING DE CENTRO AMERICA, S.R.L.
By:		/s/ Xxxxxxxx Xxxxxx
CLOSURE SYSTEMS INTERNATIONAL (UK) LIMITED
By:		/s/ Xxxxxxxx Xxxxxx
XXXXXXXX CONSUMER PRODUCTS (UK) LIMITED
By:		/s/ Xxxxxxxx Xxxxxx
XXXXXXXX SUBCO (UK) LIMITED
By:		/s/ Xxxxxxxx Xxxxxx
KAMA EUROPE LIMITED
By:		/s/ Xxxxxxxx Xxxxxx
IVEX HOLDINGS, LTD.
By:		/s/ Xxxxxxxx Xxxxxx
CLOSURE SYSTEMS INTERNATIONAL HOLDINGS (GERMANY) GMBH
By:		/s/ Xxxxxxxx Xxxxxx

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CLOSURE SYSTEMS INTERNATIONAL DEUTSCHLAND GMBH
By:		/s/ Xxxxxxxx Xxxxxx
CLOSURE SYSTEMS INTERNATIONAL (HONG KONG) LIMITED
By:		/s/ Xxxxxxxx Xxxxxx
SIG COMBIBLOC LTD (HONG KONG)
By:		/s/ Xxxxxxxx Xxxxxx
EVERGREEN PACKAGING (HONG KONG) LIMITED
By:		/s/ Xxxxxxxx Xxxxxx
CLOSURE SYSTEMS INTERNATIONAL HOLDINGS (HUNGARY) KFT.
By:		/s/ Xxxxxxxx Xxxxxx
CSI HUNGARY KFT.
By:		/s/ Xxxxxxxx Xxxxxx
CLOSURE SYSTEMS INTERNATIONAL HOLDINGS (JAPAN) KK
By:		/s/ Xxxxxxxx Xxxxxx
CLOSURE SYSTEMS INTERNATIONAL JAPAN, LIMITED
By:		/s/ Xxxxxxxx Xxxxxx
CLOSURE SYSTEMS INTERNATIONAL (LUXEMBOURG) S.À X.X.
By:		/s/ Xxxxxxxx Xxxxxx
XXXXXXXX CONSUMER PRODUCTS (LUXEMBOURG) S.À X.X.
By:		/s/ Xxxxxxxx Xxxxxx
XXXXXXXX GROUP ISSUER (LUXEMBOURG) S.A.
By:		/s/ Xxxxxxxx Xxxxxx
EVERGREEN PACKAGING (LUXEMBOURG) S.À X.X.
By:		/s/ Xxxxxxxx Xxxxxx

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BIENES INDUSTRIALES DEL NORTE S.A. DE C.V.
By:		/s/ Xxxxxxxx Xxxxxx
CSI EN ENSENADA, S. DE X.X. DE C.V.
By:		/s/ Xxxxxxxx Xxxxxx
CSI EN SALTILLO, S. DE X.X. DE C.V.
By:		/s/ Xxxxxxxx Xxxxxx
CSI TECNISERVICIO, S. DE X.X. DE C.V.
By:		/s/ Xxxxxxxx Xxxxxx
GRUPO CSI DE MEXICO, S. DE X.X. DE C.V.
By:		/s/ Xxxxxxxx Xxxxxx
TECNICOS DE TAPAS INNOVATIVAS S.A. DE C.V.
By:		/s/ Xxxxxxxx Xxxxxx
EVERGREEN PACKAGING MEXICO, S. DE X.X. DE C.V.
By:		/s/ Xxxxxxxx Xxxxxx
XXXXXXXX METALS COMPANY DE MEXICO, S. DE X.X. DE C.V.
By:		/s/ Xxxxxxxx Xxxxxx
MAXPACK, S. DE X.X. DE C.V.
By:		/s/ Xxxxxxxx Xxxxxx
CLOSURE SYSTEMS INTERNATIONAL B.V.
By:		/s/ Xxxxxxxx Xxxxxx

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XXXXXXXX CONSUMER PRODUCTS INTERNATIONAL B.V.
By:		/s/ Xxxxxxxx Xxxxxx
EVERGREEN PACKAGING INTERNATIONAL B.V.
By:		/s/ Xxxxxxxx Xxxxxx
XXXXXXXX PACKAGING INTERNATIONAL B.V.
By:		/s/ Xxxxxxxx Xxxxxx
WHAKATANE MILL LIMITED
By:		/s/ Xxxxxxxx Xxxxxx
Witness:   /s/ Xxxxx Xxxxx
Witness Name: Xxxxx Xxxxx
SIG COMBIBLOC PROCUREMENT AG
By:		/s/ Xxxxxxxx Xxxxxx
SIG REINAG AG
By:		/s/ Xxxxxxxx Xxxxxx
XXXXXXXX GROUP HOLDINGS INC.
By:		/s/ Xxxxx Xxxxxxx
Name: Xxxxx Xxxxxxx
Title:   Secretary
XXXXXXXX GROUP ISSUER INC.
By:		/s/ Xxxxx Xxxxxxx
Name:  Xxxxx Xxxxxxx
Title:   Secretary

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XXXXXXXX GROUP ISSUER LLC
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Secretary
CLOSURE SYSTEMS INTERNATIONAL AMERICAS INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Assistant Secretary
CLOSURE SYSTEMS INTERNATIONAL HOLDINGS INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Secretary
CLOSURE SYSTEMS INTERNATIONAL INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Assistant Secretary
XXXXXXXX PACKAGING MACHINERY INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Assistant Xxxxxxxxx

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XXXXXXX XXXXXXX XXXXXX HOLDINGS LLC
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Assistant Secretary
CSI MEXICO LLC
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Assistant Secretary
CSI SALES & TECHNICAL SERVICES INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Assistant Secretary
XXXXXXXX CONSUMER PRODUCTS HOLDINGS INC.
By:  /s/ Xxxxx Xxxxxx
Name:		Xxxxx Xxxxxx
Title:		Vice-President
BAKERS CHOICE PRODUCTS, INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Assistant Secretary
XXXXXXXX CONSUMER PRODUCTS, INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Assistant Secretary

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XXXXXXXX FOIL INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Assistant Secretary
XXXXXXXX SERVICES INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Secretary
BLUE RIDGE HOLDING CORP.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Secretary
BLUE RIDGE PAPER PRODUCTS INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Secretary
EVERGREEN PACKAGING INTERNATIONAL (US) INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Secretary

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EVERGREEN PACKAGING INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Secretary
EVERGREEN PACKAGING USA INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Secretary
XXXXXXXX PACKAGING INC.
By:  /s/ Xxxxx Xxxxxx
Name:		Xxxxx Xxxxxx
Title:		Assistant Secretary
XXXXXXXX PACKAGING LLC
By:  /s/ Xxxxx Xxxxxx
Name:		Xxxxx Xxxxxx
Title:		Assistant Secretary
XXXXXXXX PACKAGING KAMA INC.
By:  /s/ Xxxxx Xxxxxx
Name:		Xxxxx Xxxxxx
Title:		Assistant Secretary
XXXXXXXX FOOD PACKAGING LLC
By:  /s/ Xxxxx Xxxxxx
Name:		Xxxxx Xxxxxx
Title:		Assistant Secretary

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XXXXXXXX FLEXIBLE PACKAGING INC.
By:  /s/ Xxxxx Xxxxxx
Name:		Xxxxx Xxxxxx
Title:		Assistant Secretary
SOUTHERN PLASTICS, INC.
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Assistant Secretary
ULTRA PAC, INC.
By:  /s/ Xxxxx Xxxxxx
Name:		Xxxxx Xxxxxx
Title:		Assistant Secretary
BRPP, LLC
By:  /s/ Xxxxx Xxxxxxx
Name:		Xxxxx Xxxxxxx
Title:		Authorised Signatory
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) I S.A.
By:  /s/ Xxxxxxxx Xxxxxx
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) III S.AR.L
By:  /s/ Xxxxxxxx Xxxxxx

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XXXXXXXX GROUP HOLDINGS LIMITED

By:  /s/ Xxxxxxxx Xxxxxx

Witness: /s/ Xxxxx Xxxxx

Witness Name: Xxxxx Xxxxx

SIG COMBIBLOC LIMITED (UK)

By:  /s/ Xxxxxxxx Xxxxxx

SIG HOLDINGS (UK) LIMITED

By:  /s/ Xxxxxxxx Xxxxxx

SIG AUSTRIA HOLDING GMBH

By:  /s/ Xxxxxxxx Xxxxxx

SIG COMBIBLOC GMBH (AUSTRIA)

By:  /s/ Xxxxxxxx Xxxxxx

SIG COMBIBLOC GMBH & CO KG
(represented by its general partner
SIG Combibloc GmbH)

By:  /s/ Xxxxxxxx Xxxxxx

SIG EURO HOLDING AG & CO KGAA towards all parties to this Agreement other than SIG Reinag AG, acting through its general partner (Komplementär) SIG Reinag AG

By:  /s/ Xxxxxxxx Xxxxxx

Name: Xxxxxxxx Xxxxxx

Title: Authorised Signatory

towards SIG Reinag AG, acting through its supervisory board (Aufsichtsrat), represented by the chairman of the supervisory board acting as its authorised representative

/s/ Xxxx Xxxxxx

Name: Xxxx Xxxxxx

Title: Chairman of the Supervisory Board

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SIG COMBIBLOC HOLDING GMBH
By:		/s/ Xxxxxxxx Xxxxxx
SIG COMBIBLOC SYSTEMS GMBH
By:		/s/ Xxxxxxxx Xxxxxx
SIG BEVERAGES GERMANY GMBH
By:		/s/ Xxxxxxxx Xxxxxx
SIG COMBIBLOC GMBH (GERMANY)
By:		/s/ Xxxxxxxx Xxxxxx
SIG COMBIBLOC ZERSPANUNGSTECHNIK GMBH
By:		/s/ Xxxxxxxx Xxxxxx
SIG INFORMATION TECHNOLOGY GMBH
By:		/s/ Xxxxxxxx Xxxxxx
SIG INTERNATIONAL SERVICES GMBH
By:		/s/ Xxxxxxxx Xxxxxx
SIG VIETNAM BETEILIGUNGS GMBH
By:		/s/ Xxxxxxxx Xxxxxx
SIG COMBIBLOC GROUP AG
By:		/s/ Xxxxxxxx Xxxxxx
SIG ALLCAP AG
By:		/s/ Xxxxxxxx Xxxxxx
SIG COMBIBLOC (SCHWEIZ) AG
By:		/s/ Xxxxxxxx Xxxxxx

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SIG SCHWEIZERISCHE INDUSTRIE-GESELLSCHAFT AG
By:   /s/ Xxxxxxxx Xxxxxx
SIG TECHNOLOGY AG
By:   /s/ Xxxxxxxx Xxxxxx
SIG ASSET HOLDINGS LIMITED
By:   /s/ Xxxxxxxx Xxxxxx
SIG FINANCE (LUXEMBOURG) S.AR.L (IN LIQUIDATION)
By:   /s/ Xxxxxxxx Xxxxxx
SIG HOLDING USA, INC.
By:   /s/ Xxxxx Xxxxxx
Name:		Xxxxx Xxxxxx
Title:		Assistant Secretary
SIG COMBIBLOC INC.
By:   /s/ Xxxxx Xxxxxx
Name:		Xxxxx Xxxxxx
Title:		Assistant Secretary
SIG COMBIBLOC LTD. (THAILAND)
By:   /s/ Xxxxx Xxxxxx

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The Collateral Agent THE BANK OF NEW YORK MELLON
By:   /s/ Xxxxxxxxx X Xxxxxxx Vice President
The Secured Local Facility Providers BANK OF AMERICA, N.A., CANADA BRANCH
By:   /s/ Xxxxx Xxxxxxxx
FIA CARD SERVICES, N.A.
By:   /s/ Xxxxx Xxxxxxxx
CITIBANK, N.A.
By:   /s/ Xxxxx Xxxxxxxx
CITIBANK (CHINA) CO., LTD.
By:
BANCO NACIONAL DE MEXICO, S.A., INTEGRANTE DEL GRUPO FINANCIERO BANAMEX
By:   /s/ Xxxxxxxxx Xxxxxxxx Malo				/s/ Ing. Xxxxxxxxx Xxxxxxxxx Xxxxxxxx
		Subdirector		Subdirector
BANK OF AMERICA, N.A.
By:   /s/ Xxxxx Xxxxxxxx
The Administrative Agent CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH
By:   /s/ Xxxxxx Xxxx				/s/ Xxxxx Buddhew
		Managing Director		Associate
The Security Trustee CREDIT SUISSE AG
By:   /s/ Xxx Xxxxx				/s/ Xxxxx Xxxxxx
		Assistant Vice President		Vice President

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Senior Secured Notes Trustee THE BANK OF NEW YORK MELLON
By:		/s/ Xxxxxxxxx X Xxxxxxx
		Vice President
The HY Noteholders Trustee THE BANK OF NEW YORK MELLON
By:		/s/ Xxxx Xxxxxxxxxx
		Vice President

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