0000950137-06-007053 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 21st, 2006 • Libbey Inc • Glass & glassware, pressed or blown • New York

This REGISTRATION RIGHTS AGREEMENT dated June 16, 2006 (the “Agreement”) is entered into by and among Libbey Glass Inc., a Delaware corporation (the “Company”), Libbey Inc., a Delaware Corporation (the “Parent Guarantor”) the guarantors listed in Schedule 1 hereto (together with the Parent Guarantor, the “Guarantors”), and J.P. Morgan Securities Inc. (“JPMorgan”), Bear, Stearns & Co. Inc., and BNY Capital Markets, Inc. (collectively, the “Initial Purchasers”).

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LIBBEY GLASS INC. AND THE BANK OF NEW YORK TRUST COMPANY, N.A. AS TRUSTEE Floating Rate Senior Secured Notes due 2011 INDENTURE Dated as of June 16, 2006
Indenture • June 21st, 2006 • Libbey Inc • Glass & glassware, pressed or blown • New York

INDENTURE dated as of June 16, 2006, among LIBBEY GLASS INC., a Delaware corporation (the “Company” or “Libbey Glass”), LIBBEY, INC. (“Parent”) and certain subsidiaries of the Company (the “Subsidiary Guarantors” and together with Libbey Inc., the “Note Guarantors”) from time to time parties hereto and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association, as Trustee (the “Trustee”).

CREDIT AGREEMENT dated as of June 16, 2006 among LIBBEY GLASS INC. and LIBBEY EUROPE B.V., each as a Borrower, LIBBEY INC., as a Loan Guarantor, The Other Loan Parties Party Hereto, The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as...
Credit Agreement • June 21st, 2006 • Libbey Inc • Glass & glassware, pressed or blown • New York

CREDIT AGREEMENT dated as of June 16, 2006 (as it may be amended or modified from time to time, this “Agreement”), among LIBBEY GLASS INC. and LIBBEY EUROPE B.V., as Borrowers, LIBBEY INC., as a Loan Guarantor, the other Loan Parties party thereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, LASALLE BANK MIDWEST NATIONAL ASSOCIATION, as Syndication Agent, and WELLS FARGO FOOTHILL, LLC AND FIFTH THIRD BANK, as Co-Documentation Agents.

THREE PARTY INTERCREDITOR AGREEMENT
Three Party Intercreditor Agreement • June 21st, 2006 • Libbey Inc • Glass & glassware, pressed or blown • New York

Intercreditor Agreement (this “Agreement”), dated as of June 16, 2006, among JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, with its successors and assigns, and as more specifically defined below, the “First Priority Representative”) for the First Priority Secured Parties (as defined below), The Bank of New York Trust Company, N.A, as Collateral Agent (in such capacity, with its successors and assigns, and as more specifically defined below, the “Second Priority Representative”) for the Second Priority Secured Parties (as defined below), Merrill Lynch PCG, Inc., as Secured Party (in such capacity, with its successors and assigns, and as more specifically defined below, the “Third Priority Representative”) for the Third Priority Secured Parties (as defined below), Libbey Glass, Inc. (the “Borrower”) and each of the other Loan Parties (as defined below) party hereto.

REGISTRATION RIGHTS AGREEMENT by and between MERRILL LYNCH PCG, INC. and LIBBEY INC. Dated as of June 16, 2006
Registration Rights Agreement • June 21st, 2006 • Libbey Inc • Glass & glassware, pressed or blown • New York

REGISTRATION RIGHTS AGREEMENT dated as of June 16, 2006, by and between LIBBEY INC., a Delaware corporation (the “Company”), and MERRILL LYNCH PCG, INC., a Delaware corporation (the “Stockholder”).

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