THIRD AMENDED AND RESTATED GRAPHIC PACKAGING INTERNATIONAL CORPORATION EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • June 13th, 2003 • Riverwood Holding Inc • Paperboard mills • Colorado
THIRD AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (the "Agreement") between Graphic Packaging International Corporation, a Colorado corporation (the "Company"), each of the Affiliated Companies (as defined in Section 2(b)(iv)) and the Executive listed on the signature page who has signed the Agreement and agreed to be bound by its terms (the "Executive"), dated as of March 25, 2003.
AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENTStockholders Agreement • June 13th, 2003 • Riverwood Holding Inc • Paperboard mills
AMENDMENT NO. 1, dated as of April 29, 2003 (this "Amendment"), by and among Riverwood Holding, Inc., a Delaware corporation (the "Company"), the persons listed on Schedule I hereto (each, a "Family Stockholder" and, collectively, the "Family Stockholders"), Clayton, Dubilier & Rice Fund V Limited Partnership (the "CDR Fund") and EXOR Group S.A. ("Exor"), to the Stockholders Agreement, dated as of March 25, 2003 (the "Original Agreement"), by and among the Company, the Family Stockholders, the CDR Fund and Exor. Capitalized terms used but not defined herein shall have the meanings given to such terms in the Original Agreement, and all references to Articles and Sections herein are references to Articles and Sections of the Original Agreement.
FORM OF RIGHTS AGREEMENT Dated as of , 2003Form of Rights Agreement • June 13th, 2003 • Riverwood Holding Inc • Paperboard mills • Delaware
This Rights Agreement, dated as of , 2003 (the "Agreement"), between Riverwood Holding, Inc., to be renamed Graphic Packaging Corporation, a Delaware corporation (the "Corporation"), and Wells Fargo Bank Minnesota, National Association, a national banking association (the "Rights Agent"),
QuickLinks -- Click here to rapidly navigate through this documentCredit Agreement • June 13th, 2003 • Riverwood Holding Inc • Paperboard mills • New York
AMENDMENT No. 1 and WAIVER dated as of April 23, 2002 (this "Amendment"), to the Credit Agreement, dated as of August 10, 2001, as amended (the "Credit Agreement"), among Riverwood International Corporation (the "Borrower"), the several banks and other financial institutions from time to time parties thereto (the "Lenders"), Bankers Trust Company as syndication agent, and JPMorgan Chase Bank, as administrative agent for the Lenders thereunder (in such capacity, the "Administrative Agent") and AMENDMENT No. 1 to the Guarantee and Collateral Agreement, dated as of August 10, 2001, (the "Guarantee and Collateral Agreement") among Riverwood Holding, Inc., RIC Holding, Inc. and the Borrower and certain of its Subsidiaries in favor of the Administrative Agent.
AMENDMENT NO. 2 TO STOCKHOLDERS AGREEMENTStockholders Agreement • June 13th, 2003 • Riverwood Holding Inc • Paperboard mills
AMENDMENT NO. 2, dated as of June 12, 2003 (this "Amendment No. 2"), by and among Riverwood Holding, Inc., a Delaware corporation (the "Company"), the persons listed on Schedule I hereto (each, a "Family Stockholder" and, collectively, the "Family Stockholders"), Clayton, Dubilier & Rice Fund V Limited Partnership (the "CDR Fund") and EXOR Group S.A. ("Exor"), to the Stockholders Agreement, dated as of March 25, 2003, as amended by Amendment No. 1, dated as of April 29, 2003 (the "Original Agreement"), by and among the Company, the Family Stockholders, the CDR Fund and Exor. Capitalized terms used but not defined herein shall have the meanings given to such terms in the Original Agreement, and all references to Articles and Sections herein are references to Articles and Sections of the Original Agreement.
