REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • New York
This REGISTRATION RIGHTS AGREEMENT dated November 10, 2009 (the “Agreement”) is entered into by and among Colt Defense LLC, a Delaware limited liability company (the “Company”), its wholly-owned, direct subsidiary, Colt Finance Corp., a Delaware corporation (“Colt Finance” and, together with the Company, the “Issuers”), the Guarantors (as defined in Section 1 below), and J.P. Morgan Securities Inc. (“JPMorgan”), as representative of the Initial Purchasers listed in Schedule 1 of the Purchase Agreement (collectively, the “Initial Purchasers”).
CREDIT AGREEMENT among COLT DEFENSE LLC, as Borrower, The Several Lenders from Time to Time Parties Hereto, MORGAN STANLEY SENIOR FUNDING, INC., as Syndication Agent, and JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of November 10, 2009...Credit Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • New York
CREDIT AGREEMENT (this “Agreement”), dated as of November 10, 2009, among Colt Defense LLC, a Delaware limited liability company (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), Morgan Stanley Senior Funding, Inc., as syndication agent (in such capacity, the “Syndication Agent”), and JPMorgan Chase Bank, N.A., as administrative agent.
COLT DEFENSE LLC COLT FINANCE CORP. THE SUBSIDIARY GUARANTORS PARTIES HERETO AND WILMINGTON TRUST FSB, AS TRUSTEE 8.75% Senior Notes due 2017 INDENTURE Dated as of November 10, 2009License Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • New York
INDENTURE dated as of November 10, 2009, among COLT DEFENSE LLC, a Delaware limited liability company (the “Company”), COLT FINANCE CORP., a Delaware corporation (“Colt Finance” and, together with the Company, the “Issuers”), THE SUBSIDIARY GUARANTORS (as defined herein) parties hereto and WILMINGTON TRUST FSB (the “Trustee”), as Trustee.
FIRST AMENDMENT TO THE CREDIT AGREEMENTThe Credit Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • New York
FIRST AMENDMENT, dated as of March 11, 2010 (this “Amendment”), to the CREDIT AGREEMENT (the “Credit Agreement”), dated as of November 10, 2009, among Colt Defense LLC, a Delaware limited liability company (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”) and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”). Unless otherwise defined herein, capitalized terms which are defined in the Credit Agreement are used herein as therein defined.
SECOND AMENDMENT TO INTERCOMPANY SERVICES AGREEMENTIntercompany Services Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles)
THIS SECOND AMENDMENT TO INTERCOMPANY SERVICES AGREEMENT (this “Agreement”) is made and entered into as of the 1st day of January, 2009 by and between COLT DEFENSE LLC, a Delaware limited liability company (“Colt Defense”), and COLT’S MANUFACTURING COMPANY LLC, a Delaware limited liability company (“CMC”).
LICENSE AGREEMENTLicense Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • Connecticut
THIS AGREEMENT made as of this 19th day of December, 2003, by and between COLT DEFENSE LLC (“LICENSEE”), a Delaware limited liability company, with its principal place of business located at 547 New Park Avenue, West Hartford, Connecticut 06114, and NEW COLT HOLDING CORP. (“COLT”), a Delaware corporation, with its principal place of business c/o Sciens Capital Partners, 767 Fifth Avenue, Suite 4605, New York, New York 10153.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF COLT DEFENSE LLC Dated as of June 12, 2003 REFLECTING THE AMENDMENTS ADOPTED as of July 9, 2007Limited Liability Company Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT, made and entered into as of the 12th day of June, 2003 and amended as of the 9th day of July, 2007, by and among Colt Defense Holding LLC, a Delaware limited liability company (“C-Defense Holding”), Colt Defense Employee Plan Holding Corp., a Delaware corporation (“Employee Plan Holding”), Blackstone Mezzanine Partners II — A L.P. (“BMP”) and Blackstone Mezzanine Holdings II USS L.P., Delaware limited partnerships (collectively, “Blackstone”), and Colt Defense LLC, a Delaware limited liability company (the “Company”). Certain capitalized terms used in this Agreement have the respective meaning ascribed thereto in Article I.
SECOND AMENDMENT AND LIMITED WAIVER TO THE CREDIT AGREEMENTCredit Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • New York
SECOND AMENDMENT AND LIMITED WAIVER, dated as of October 29, 2010 (this “Amendment and Waiver”), to the CREDIT AGREEMENT, dated as of November 10, 2009, as amended by the First Amendment dated as of March 11, 2010 (the “Credit Agreement”), among Colt Defense LLC, a Delaware limited liability company (the “Borrower”), the several banks and other financial institutions or entities from time to tithe parties to this Agreement (the “Lenders”) and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”). Unless otherwise defined herein, capitalized terms which are defined in the Credit Agreement are used herein as therein defined.
FIRST AMENDMENT TO INTERCOMPANY SERVICES AGREEMENTIntercompany Services Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles)
THIS FIRST AMENDMENT TO INTERCOMPANY SERVICES AGREEMENT (this “Agreement”) is made and entered into as of the 1st day of December, 2007 by and between COLT DEFENSE LLC, a Delaware limited liability company (“Colt Defense”), and COLT’S MANUFACTURING COMPANY LLC, a Delaware limited liability company (“CMC”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • Connecticut
THIS EMPLOYMENT AGREEMENT, dated as of February 1, 2011, is entered into between Colt Defense LLC, a Delaware limited liability company (“Colt”), and Scott B. Flaherty (“Executive”).
FIRST AMENDED AND RESTATED SUBLEASE AGREEMENTSublease Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • Connecticut
THIS FIRST AMENDED AND RESTATED SUBLEASE AGREEMENT (this “First Amended Sublease”) is entered into as of October 26, 2005, between COLT’S MANUFACTURING COMPANY LLC (“Colt’s” and also referred to herein as “Subtenant”), a Delaware limited liability company, with its principal place of business located at 545 New Park Avenue, West Hartford, Connecticut 06110, and COLT DEFENSE LLC (“Colt Defense” and also referred to herein as “Lessee”), a Delaware limited liability company, with its principal place of business located at 547 New Park Avenue, West Hartford, Connecticut 06110.
sciensColt Finance Corp. • March 21st, 2011 • Ordnance & accessories, (no vehicles/guided missiles)
INTERCOMPANY SERVICES AGREEMENTIntercompany Services Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • Connecticut
MATCH TARGET LICENSE AGREEMENTMatch Target License Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • Connecticut
THIS AGREEMENT made as of this 19th day of December, 2003, but effective January 1, 2004, by and between COLT’S MANUFACTURING COMPANY LLC (“LICENSEE”), a Delaware corporation, and COLT DEFENSE LLC (“DEFENSE”), a Delaware limited liability company.
EMPLOYMENT AGREEMENTEmployment Agreement • March 21st, 2011 • Colt Finance Corp. • Ordnance & accessories, (no vehicles/guided missiles) • Connecticut
THIS EMPLOYMENT AGREEMENT, dated as of October 4, 2010, is entered into between Colt Defense LLC, a Delaware limited liability company (“Colt”), and Gerald R. Dinkel (“Executive”).
