CREDIT AGREEMENT Dated as of January 30, 2012 among SUMMIT MATERIALS, LLC, as the Borrower, THE GUARANTORS PARTY HERETO FROM TIME TO TIME, BANK OF AMERICA, N.A., as Administrative and Collateral Agent, BANK OF AMERICA, N.A., as L/C Issuer and Swing...Credit Agreement • March 27th, 2013 • B&H Contracting, L.P. • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of January 30, 2012, among SUMMIT MATERIALS, LLC, a Delaware limited liability company (the “Borrower”), the Guarantors party hereto from time to time, BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as L/C Issuer and Swing Line Lender, Citigroup Global Markets Inc., as Syndication Agent, and BARCLAYS BANK PLC and REGIONS BANK, as Co-Documentation Agents.
INDENTURE Dated as of January 30, 2012 Among SUMMIT MATERIALS, LLC, SUMMIT MATERIALS FINANCE CORP., as Issuers, the Guarantors listed herein, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 10.5% SENIOR NOTES DUE 2020Indenture • March 27th, 2013 • B&H Contracting, L.P. • New York
INDENTURE, dated as of January 30, 2012, among Summit Materials, LLC, a Delaware limited liability company (the “Company”), Summit Materials Finance Corp., a Delaware corporation wholly-owned by the Company (the “Co-Issuer” and, together with the Company, the “Issuers”), the Guarantors (as defined herein) and Wilmington Trust, National Association, a national banking association, as Trustee.
LIMITED LIABILITY COMPANY AGREEMENT OF HARPER-KILGORE, LLCLimited Liability Company Agreement • March 27th, 2013 • B&H Contracting, L.P. • Delaware
This Limited Liability Company Agreement (this “Agreement”) of Harper-Kilgore, LLC (the “Company”) is entered into by Summit Materials Companies I, LLC, as the sole member (the “Member”).
EMPLOYMENT AGREEMENT DOUGLAS C. RAUHEmployment Agreement • March 27th, 2013 • B&H Contracting, L.P. • New York
EMPLOYMENT AGREEMENT (the “Agreement”) dated as of December 29, 2011 by and between Summit Materials Holdings L.P. (the “Company”) and Douglas C. Rauh (“Executive”).
AMENDED AND RESTATED OPERATING AGREEMENT OF WASATCH CONCRETE PUMPING, LLCOperating Agreement • March 27th, 2013 • B&H Contracting, L.P. • Utah
This Amended and Restated Operating Agreement (this “Agreement”) of Wasatch Concrete Pumping, LLC (the “Company”) is entered into by Harper-Kilgore, LLC, as the sole member of the Company (as defined below) (the “Member”).
AMENDED AND RESTATED PARTNERSHIP AGREEMENT OF B&H CONTRACTING, L.P.Partnership Agreement • March 27th, 2013 • B&H Contracting, L.P. • Texas
This Amended and Restated Partnership Agreement (this “Agreement”) of B&H Contracting, L.P., a Texas limited partnership (the “Partnership”), is entered into as of November 30, 2010 by and between RKH Capital, L.L.C., a Texas limited liability company (the “General Partner”), as the sole general partner, RK Hall, LLC, a Delaware limited liability company (the “Limited Partner” and, together with the General Partner, the “Partners”), as the sole limited partner, Robert K. Hall, an individual (“Hall”), David Mark Buster, an individual (“Buster” and, together with Hall, the “Former Limited Partners”), and B&H Equity, L.L.C., a Texas limited liability company (the “Former General Partner”).
OPERATING AGREEMENT FOR KILGORE EQUIPMENT, LLCOperating Agreement • March 27th, 2013 • B&H Contracting, L.P. • Utah
THIS OPERATING AGREEMENT (the “Agreement”) is made and entered into effective as of the 1st day of June, 2002, by Jason T. Kilgore, (hereinafter referred to as “Member”), as the sole Member of Company.
LIMITED LIABILITY COMPANY OPERATING AGREEMENT OFOperating Agreement • March 27th, 2013 • B&H Contracting, L.P. • Kansas
This Limited Liability Company Operating Agreement (this “Agreement”) of N. R. HAMM CONTRACTOR, LLC (the “Company”) is entered into by HAMM, INC., as the sole member (the “Member”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF SUMMIT MATERIALS, LLCLimited Liability Company Agreement • March 27th, 2013 • B&H Contracting, L.P. • Delaware
This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Summit Materials, LLC (the “Company”) is entered into by Summit Materials Holdings L.P., as the sole member (the “Member”).
SECOND AMENDED AND RESTATED COMPANY AGREEMENT OF RKH CAPITAL, L.L.C.Company Agreement • March 27th, 2013 • B&H Contracting, L.P. • Texas
This Second Amended and Restated Company Agreement (this “Agreement”) of RKH Capital, L.L.C., a Texas limited liability company (the “Company”), is made and entered into as of November 30, 2010 by RK Hall, LLC, a Delaware limited liability company, as the sole member (the “Member”) of the Company.
LIMITED LIABILITY COMPANY AGREEMENT OF HINKLE CONTRACTING COMPANY, LLCLimited Liability Company Agreement • March 27th, 2013 • B&H Contracting, L.P. • Kentucky
This Limited Liability Company Agreement (this “Agreement”) of Hinkle Contracting Company, LLC (the “Company”) is entered into by Hinkle Family Assets Holding Company, LLC, as the sole member (the “Member”).
LIMITED LIABILITY COMPANY OPERATING AGREEMENT OFLimited Liability Company • March 27th, 2013 • B&H Contracting, L.P. • Kansas
This Limited Liability Company Operating Agreement (this “Agreement”) of N. R. HAMM QUARRY, LLC (the “Company”) is entered into by HAMM, INC., as the sole member (the “Member”).
SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF CON-AGG OF MO, L.L.C.Operating Agreement • March 27th, 2013 • B&H Contracting, L.P. • Missouri
THIS SECOND AMENDED AND RESTATED OPERATING AGREEMENT (this “Agreement”) of Con-Agg of MO, L.L.C., a Missouri limited liability company (the “Company”) is effective as of this 13th day of September, 2010, by Summit Materials Companies I, LLC, a Delaware limited liability company, hereinafter sometimes referred to as the “Member”.
GLASS PAVING AND STONE, LLC LIMITED LIABILITY COMPANY OPERATING AGREEMENTLimited Liability Company Operating Agreement • March 27th, 2013 • B&H Contracting, L.P. • Kentucky
This LIMITED LIABILITY COMPANY OPERATING AGREEMENT (the “Agreement”), is effective on the 17 day of April, 2006, among the parties executing the signature page hereto as Members.
COMPANY AGREEMENT OF INDUSTRIAL ASPHALT, LLCCompany Agreement • March 27th, 2013 • B&H Contracting, L.P. • Texas
OPERATING AGREEMENT OF FISCHER QUARRIES, L.L.C., a Missouri Limited Liability CompanyOperating Agreement • March 27th, 2013 • B&H Contracting, L.P. • Missouri
THIS OPERATING AGREEMENT is made and entered into as of the 21st day of April, 1996, by and between the members of FISCHER QUARRIES, L.L.C., a Missouri Limited Liability Company.
ContractCredit Commitment Conversion Agreement • March 27th, 2013 • B&H Contracting, L.P. • New York
TRANCHE A REVOLVING CREDIT COMMITMENT CONVERSION AGREEMENT, dated as of February 11, 2013 (this “Conversion Agreement”), under the Credit Agreement dated as of January 30, 2012, among SUMMIT MATERIALS, LLC, a Delaware limited liability company (the “Borrower”), the Guarantors party thereto, the several banks and other financial institutions or entities from time to time parties to the Credit Agreement (the “Lenders”), BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”), Collateral Agent, L/C Issuer and Swing Line Lender and the other parties thereto (as amended by Amendment No. 1 dated as of February 5, 2013 and as further amended, restated, modified and supplemented from time to time, the “Credit Agreement”); capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement.
FIRST AMENDMENT TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CONTINENTAL CEMENT COMPANY, LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • March 27th, 2013 • B&H Contracting, L.P.
This FIRST AMENDMENT (the “Amendment”) to the Amended and Restated Limited Liability Company Agreement (the “Original Agreement”) of Continental Cement Company, LLC (the “Company”) is entered into, effective as of January 26, 2012, is adopted by, and executed and agreed to, for good and valuable consideration, by and among the Company, Summit Materials Holdings II, LLC, a Delaware limited liability company (the “Summit Member”, and together with any of its Permitted Transferees holding Units or other Membership Interests and who have otherwise been admitted as a Member in accordance with the terms of this Agreement, the “Summit Members”), the Rollover Members, as defined in the Original Agreement and each other Person who becomes a Member in accordance with the terms of the Original Agreement after the date hereof.
AMENDED AND RESTATED OPERATING AGREEMENT OF SOUTH CENTRAL KENTUCKY LIMESTONE, LLCOperating Agreement • March 27th, 2013 • B&H Contracting, L.P.
THIS AMENDED AND RESTATED OPERATING AGREEMENT (the “Agreement”) is made and entered into effective as of July 23, 2010 by and among SOUTH CENTRAL KENTUCKY LIMESTONE, LLC, a Kentucky limited liability company (the “Company”), and its sole member, GLASS PAVING AND STONE, LLC, a Kentucky limited liability company (the “Member”).
SECURITY AGREEMENT dated as of January 30, 2012 among THE GRANTORS IDENTIFIED HEREIN and BANK OF AMERICA, N.A., as Collateral AgentSecurity Agreement • March 27th, 2013 • B&H Contracting, L.P. • New York
SECURITY AGREEMENT dated as of January 30, 2012, among the Grantors (as defined below) and Bank of America, N.A., as Collateral Agent for the Secured Parties (in such capacity, the “Collateral Agent”).
SUMMIT MATERIALS, LLC SUMMIT MATERIALS FINANCE CORP. $250,000,000 10.5% Senior Notes due 2020 REGISTRATION RIGHTS AGREEMENT dated January 30, 2012Registration Rights Agreement • March 27th, 2013 • B&H Contracting, L.P. • New York
This Registration Rights Agreement (this “Agreement”) is dated as of January 30, 2012, and is entered into by and among SUMMIT MATERIALS, LLC, a Delaware limited liability company (the “Company”), SUMMIT MATERIALS FINANCE CORP., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), each of the guarantors listed on the signature pages hereto (each, a “Guarantor”, and collectively, the “Guarantors”) and Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated as representatives (the “Representatives”) of the several initial purchasers named on Annex A to the Purchase Agreement referenced below (collectively, the “Initial Purchasers”).
CONTINENTAL CEMENT COMPANY, L.L.C. A Delaware Limited Liability Company AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of May 27, 2010Limited Liability Company Agreement • March 27th, 2013 • B&H Contracting, L.P. • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) of Continental Cement Company, L.L.C. (the “Company”), dated and effective as of May 27, 2010, is adopted by, and executed and agreed to, for good and valuable consideration, by and among Summit Materials Holdings II, LLC, a Delaware limited liability company (the “Summit Member”, and together with any of its Permitted Transferees holding Units or other Membership Interests and who have otherwise been admitted as a Member in accordance with the terms of this Agreement, the “Summit Members”), the other Persons listed as Members on Schedule A hereto (the “Rollover Members”) and each other Person who becomes a Member in accordance with the terms of this Agreement after the date hereof.
ContractIndenture • March 27th, 2013 • B&H Contracting, L.P. • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of March 13, 2012, among Norris Quarries, LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), an indirect subsidiary of Summit Materials, LLC, a Delaware limited liability company (the “Company”), and Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee”).
OPERATING AGREEMENT OF QUARRY PROPERTIES, L.L.C.Operating Agreement • March 27th, 2013 • B&H Contracting, L.P. • Missouri
THIS OPERATING AGREEMENT (this “Agreement”) is made and entered into effective this 10th day of December, 2003, by and between CON-AGG OF MO, L.L.C., a Missouri limited liability company.
OPERATING AGREEMENT FOR WIND RIVER MATERIALS, LLCOperating Agreement • March 27th, 2013 • B&H Contracting, L.P. • Wyoming
The undersigned, have caused the limited liability company Wind River Materials, LLC (the “Company”) to be organized as a limited liability company under the laws of the State of Wyoming effective as of the 20th day of October, 2010, and they wish to enter into this Operating Agreement (the “Agreement”) to set forth the terms and conditions on which the management, business and financial affairs of the Company shall be conducted.
LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF HAMM ASPHALT, LLC December 31, 2010Limited Liability • March 27th, 2013 • B&H Contracting, L.P. • Kansas
This Limited Liability Company Operating Agreement (this “Agreement”) of HAMM ASPHALT, LLC (the “Company”) is entered into by HAMM, INC., as the sole member (the “Member”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF CORNEJO & SONS, L.L.C.Operating Agreement • March 27th, 2013 • B&H Contracting, L.P. • Kansas
This Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of CORNEJO & SONS, L.L.C. (the “Company”) is entered into by SUMMIT MATERIALS COMPANIES I, LLC, as the sole member (the “Member”).
ContractB&H Contracting, L.P. • March 27th, 2013 • New York
AMENDMENT No. 1, dated as of February 5, 2013 (this “Amendment”), to the Credit Agreement dated as of January 30, 2012, among SUMMIT MATERIALS, LLC, a Delaware limited liability company (the “Borrower”), the Guarantors party thereto, the several banks and other financial institutions or entities from time to time parties to the Credit Agreement (the “Lenders”), BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”), Collateral Agent, L/C Issuer and Swing Line Lender and the other parties thereto (as amended, restated, modified and supplemented from time to time, the “Credit Agreement”); capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement.
