AMENDMENT AND RESTATEMENT AGREEMENT dated as of November 26, 2003Amendment and Restatement Agreement • December 23rd, 2003 • Waterford Wedgwood PLC • Pottery & related products • New York
AMENDMENT AND RESTATEMENT AGREEMENT, dated as of November 26, 2003 (the “Restatement Agreement”), is entered into by and among WATERFORD WEDGWOOD PLC, a public limited company organized under the laws of Ireland (the “Company”), WATERFORD WEDGWOOD FINANCE, INC., a corporation organized under the laws of the State of Delaware (the “Issuer”), all those Persons named as Noteholders on Schedule 1 attached hereto (the “Noteholders”) and all those Persons named as Restricted Entity Guarantors on Schedule 2 attached hereto. Capitalized terms used herein or in the Schedules attached hereto and not otherwise defined shall have the respective meanings set forth in the Amended and Restated Note Purchase Agreements (as defined below).
SECOND AMENDMENT AND RESTATEMENT AGREEMENTAnd Restatement Agreement • December 23rd, 2003 • Waterford Wedgwood PLC • Pottery & related products
NON-NOTIFICATION FACTORING AGREEMENTInventory Security Agreement • December 23rd, 2003 • Waterford Wedgwood PLC • Pottery & related products
We are pleased to confirm the terms and conditions that will govern our funds in use accounting, non-notification factoring arrangement with advances (the “Agreement”).
WATERFORD WEDGWOOD PLC as the issuer, THE GUARANTORS named herein, THE BANK OF NEW YORK, LONDON as Trustee, Registrar, Transfer Agent and Principal Paying Agent, KREDIETBANK S.A. LUXEMBOURGEOISE as Luxembourg Paying Agent and Transfer Agent -and- The...Mezzanine Indenture • December 23rd, 2003 • Waterford Wedgwood PLC • Pottery & related products • New York
MEZZANINE INDENTURE, dated as of December 1, 2003 (this “Indenture” or the “Mezzanine Indenture”), among (i) Waterford Wedgwood plc, a public limited company incorporated under the laws of Ireland as of the date hereof and having its registered office at Kilbarry, Waterford, Ireland as of the date hereof (the “Company”), (ii) the Guarantors (as defined herein), (iii) The Bank of New York, London, as Trustee, Registrar, Principal Paying Agent and transfer agent, (iv) Kredietbank S.A. Luxembourgeoise, as Luxembourg Paying Agent and transfer agent, and (v) such additional entities that from time to time are designated as Additional Guarantors (as defined herein) and deliver a supplemental indenture hereto.
INTERCREDITOR AND SECURITY TRUST AGREEMENT DATED 26th November, 2003 WATERFORD WEDGWOOD PLC THE COMPANIES LISTED IN THIS AGREEMENT as Subsidiary Obligors BARCLAYS BANK PLC as Security Trustee and THE CREDITORS ALLEN & OVERY LondonAgreement • December 23rd, 2003 • Waterford Wedgwood PLC • Pottery & related products
DATED 14 NOVEMBER 2003 J & E DAVY THE PERSONS NAMED IN THE FIRST SCHEDULE -and- WATERFORD WEDGWOOD PLCUnderwriting Agreement • December 23rd, 2003 • Waterford Wedgwood PLC • Pottery & related products
