SECOND PRIORITY NOTES FIRST SUPPLEMENTAL INDENTURESecond Priority Notes First Supplemental Indenture • December 8th, 2009 • Berry Plastics Corp • Plastics products, nec • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of December 3, 2009, among Berry Plastics Corporation, a Delaware corporation (the “Company”), the subsidiaries of the Company party hereto (the “Note Guarantors”), Berry Plastics Escrow LLC, a Delaware limited liability company (“Escrow LLC”), Berry Plastics Escrow Corporation, a Delaware corporation (“Escrow Corp” and, together with Escrow LLC, the “Issuers”) and U.S. Bank National Association, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
COLLATERAL AGREEMENT dated and effective as of December 3, 2009, among BERRY PLASTICS CORPORATION, each Subsidiary of the Company identified herein, and U.S. BANK NATIONAL ASSOCIATION, as Collateral AgentCollateral Agreement • December 8th, 2009 • Berry Plastics Corp • Plastics products, nec • New York
COLLATERAL AGREEMENT dated and effective as of December 3, 2009 (this “Agreement”), among Berry Plastics Corporation (the “Company”), each subsidiary of the Company identified herein as a party (each such Subsidiary, together with any Subsidiary of the Company that becomes a party hereto pursuant to Section 9.16, a “Subsidiary Party”) and U.S. Bank National Association, as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below).
FIRST PRIORITY NOTES FIRST SUPPLEMENTAL INDENTUREFirst Priority Notes First Supplemental Indenture • December 8th, 2009 • Berry Plastics Corp • Plastics products, nec • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of December 3, 2009, among Berry Plastics Corporation, a Delaware corporation (the “Company”), the subsidiaries of the Company party hereto (the “Note Guarantors”), Berry Plastics Escrow LLC, a Delaware limited liability company (“Escrow LLC”), Berry Plastics Escrow Corporation, a Delaware corporation (“Escrow Corp” and, together with Escrow LLC, the “Issuers”) and U.S. Bank National Association, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
SECOND PRIORITY NOTES REGISTRATION RIGHTS AGREEMENT by and among Berry Plastics Corporation and the Guarantors party hereto, and Banc of America Securities LLC Barclays Capital Inc., as representatives of the Initial Purchasers Dated as of December 3,...Second Priority Notes Registration Rights Agreement • December 8th, 2009 • Berry Plastics Corp • Plastics products, nec • New York
This Second Priority Notes Registration Rights Agreement (this “Agreement”) is made and entered into as of December 3, 2009, by and among Berry Plastics Corporation, a Delaware corporation (the “Company”), certain subsidiaries of the Company listed on Annex A-1 of the Purchase Agreement (the “Guarantors”), Banc of America Securities LLC and Barclays Capital Inc. as representatives of the Initial Purchasers (collectively, the “Representatives”), each of whom has agreed to purchase, pursuant to the Purchase Agreement (as defined below), the 87/8% Second Priority Senior Secured Notes due 2014 (the “Initial Notes”) issued by the Issuers (as defined herein), which obligations are assumed by the Company on the date hereof. The Guarantors will fully and unconditionally guarantee (the “Initial Guarantees”), on a senior secured basis, the Company’s obligations under the Initial Notes. The Initial Notes and the Initial Guarantees are herein collectively referred to as the “Initial Securities.”
FIRST PRIORITY NOTES REGISTRATION RIGHTS AGREEMENT by and among Berry Plastics Corporation and the Guarantors party hereto, and Banc of America Securities LLC Barclays Capital Inc., as representatives of the Initial Purchasers Dated as of December 3, 2009First Priority Notes Registration Rights Agreement • December 8th, 2009 • Berry Plastics Corp • Plastics products, nec • New York
This First Priority Notes Registration Rights Agreement (this “Agreement”) is made and entered into as of December 3, 2009, by and among Berry Plastics Corporation, a Delaware corporation (the “Company”), certain subsidiaries of the Company listed on Annex A-1 of the Purchase Agreement (the “Guarantors”), Banc of America Securities LLC and Barclays Capital Inc. as representatives of the Initial Purchasers (collectively, the “Representatives”), each of whom has agreed to purchase, pursuant to the Purchase Agreement (as defined below), the 8 1/4% First Priority Senior Secured Notes due 2015 (the “Initial Notes”) issued by the Issuers (as defined herein), which obligations are assumed by the Company on the date hereof. The Guarantors will fully and unconditionally guarantee (the “Initial Guarantees”), on a senior secured basis, the Company’s obligations under the Initial Notes. The Initial Notes and the Initial Guarantees are herein collectively referred to as the “Initial Securities.”
