0001193125-12-506668 Sample Contracts

STOCK REPURCHASE AGREEMENT
Stock Repurchase Agreement • December 18th, 2012 • Graphic Packaging Holding Co • Paperboard containers & boxes • New York

THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is entered into as of December 12, 2012 by and among Graphic Packaging Holding Company, a Delaware corporation (the “Company”), and the stockholders of the Company listed on Schedule A to this Agreement (collectively, the “Investors”).

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AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • December 18th, 2012 • Graphic Packaging Holding Co • Paperboard containers & boxes

This Amendment No. 1 to Credit Agreement dated as of December 18, 2012 (this “Amendment”), is made by and among GRAPHIC PACKAGING INTERNATIONAL, INC., a Delaware corporation (the “Borrower”), GRAPHIC PACKAGING HOLDING COMPANY, a Delaware corporation (“Holding”), GRAPHIC PACKAGING CORPORATION, a Delaware corporation (“GPC”), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States (“Bank of America”), in its capacity as Administrative Agent under the Credit Agreement described below (in such capacity, the “Administrative Agent”) and in its capacity as “Alternative Currency Funding Fronting Lender” under such Credit Agreement, each of the Lenders under such Credit Agreement that are party hereto, and each of the Subsidiaries of the Borrower signatory hereto (collectively, the “Subsidiary Guarantors”).

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