0001193125-15-235199 Sample Contracts

CREDIT AGREEMENT dated as of August 8, 2012 among BLUE PET PRODUCTS, INC., as Holdings, BLUE BUFFALO COMPANY, LTD., as the Borrower, The Lenders Party Hereto and CITIBANK, N.A., as the Administrative Agent, a Swingline Lender and an Issuing Bank...
Credit Agreement • June 25th, 2015 • Blue Buffalo Pet Products, Inc. • Grain mill products • New York

CREDIT AGREEMENT dated as of August 8, 2012 (this “Agreement”), among BLUE PET PRODUCTS, INC., a Delaware corporation (“Holdings”; as hereinafter further defined), BLUE BUFFALO COMPANY, LTD., a Delaware corporation (the “Borrower”), the LENDERS party hereto and CITIBANK, N.A., as the Administrative Agent, a Swingline Lender and an Issuing Bank.

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GUARANTEE AGREEMENT dated as of August 8, 2012, among BLUE PET PRODUCTS, INC., as Holdings, and THE SUBSIDIARY GUARANTORS IDENTIFIED HEREIN, and CITIBANK, N.A., as Administrative Agent
Guarantee Agreement • June 25th, 2015 • Blue Buffalo Pet Products, Inc. • Grain mill products • New York

GUARANTEE AGREEMENT dated as of August 8, 2012 (this “Agreement”), among BLUE PET PRODUCTS, INC., a Delaware corporation (“Holdings”), the SUBSIDIARY GUARANTOR identified herein, CITIBANK, N.A., as Administrative Agent, a Swingline Lender and an Issuing Bank on behalf of itself and the other Guaranteed Parties.

COLLATERAL AGREEMENT dated as of August 8, 2012, among BLUE PET PRODUCTS, INC., BLUE BUFFALO COMPANY, LTD., THE OTHER GRANTORS PARTY HERETO and CITIBANK, N.A., as Administrative Agent
Collateral Agreement • June 25th, 2015 • Blue Buffalo Pet Products, Inc. • Grain mill products • New York

COLLATERAL AGREEMENT dated as of August 8, 2012 (this “Agreement”), among BLUE PET PRODUCTS, INC., a Delaware corporation, BLUE BUFFALO COMPANY, LTD., a Delaware corporation, the other GRANTORS from time to time party hereto and CITIBANK, N.A., as the administrative agent .

FORM OF CONFIDENTIALITY, INTELLECTUAL PROPERTY OWNERSHIP AND NON-COMPETITION AGREEMENT
And Non-Competition Agreement • June 25th, 2015 • Blue Buffalo Pet Products, Inc. • Grain mill products • Connecticut

This CONFIDENTIALITY, INTELLECTUAL PROPERTY OWNERSHIP AND NON-COMPETITION AGREEMENT (this “Agreement”) is made and entered into as of [Date] (the “Effective Date”), by and between BLUE BUFFALO COMPANY, LTD., a Delaware corporation (“Blue Buffalo”), and [employee’s name] (the “Employee”).

AMENDMENT AGREEMENT NO. 3
Amendment Agreement • June 25th, 2015 • Blue Buffalo Pet Products, Inc. • Grain mill products • New York

AMENDMENT AGREEMENT NO. 3, dated as of February 15, 2013 (this “Amendment”), by and among BLUE PET PRODUCTS, INC., a Delaware corporation (“Holdings”), BLUE BUFFALO COMPANY, LTD., a Delaware corporation (the “Borrower”), the other Loan Parties party hereto, the Revolving Lenders under, and as defined in, the Credit Agreement (as hereinafter defined) and CITIBANK, N.A. (“Citibank”), as the Administrative Agent.

AMENDMENT AGREEMENT
Amendment Agreement • June 25th, 2015 • Blue Buffalo Pet Products, Inc. • Grain mill products • New York

AMENDMENT AGREEMENT NO. 1, dated as of December 6, 2012 (this “Amendment”), by and among BLUE PET PRODUCTS, INC., a Delaware corporation (“Holdings”), BLUE BUFFALO COMPANY, LTD., a Delaware corporation (the “Borrower”), the other Loan Parties party hereto, the existing Lenders (the “Existing Lenders”) under, and as defined in, the Credit Agreement (as hereinafter defined), comprising at least the Required Lenders, CITIBANK, N.A. (“Citibank”), as the Administrative Agent, CITIGROUP GLOBAL MARKETS INC. and MORGAN STANLEY SENIOR FUNDING, INC., as the joint lead arrangers (the “Incremental Term B-1 Arrangers”) and the initial Incremental Term B-1 Lenders (as hereinafter defined).

AMENDMENT AGREEMENT NO. 2
Amendment Agreement • June 25th, 2015 • Blue Buffalo Pet Products, Inc. • Grain mill products • New York

AMENDMENT AGREEMENT NO. 2, dated as of February 15, 2013 (this “Amendment”), by and among BLUE PET PRODUCTS, INC., a Delaware corporation (“Holdings”), BLUE BUFFALO COMPANY, LTD., a Delaware corporation (the “Borrower”), the other Loan Parties party hereto, the existing Lenders (the “Existing Lenders”) under, and as defined in, the Credit Agreement (as hereinafter defined) party hereto, CITIBANK, N.A. (“Citibank”), as the Administrative Agent, and the Additional Term B-2 Lenders (as hereinafter defined).

AMENDMENT AGREEMENT NO. 4
Amendment Agreement • June 25th, 2015 • Blue Buffalo Pet Products, Inc. • Grain mill products • New York

AMENDMENT AGREEMENT NO. 4, dated as of December 9, 2013 (this “Amendment”), by and among BLUE PET PRODUCTS, INC., a Delaware corporation (“Holdings”), BLUE BUFFALO COMPANY, LTD., a Delaware corporation (the “Borrower”), the other Loan Parties party hereto, the existing Lenders (the “Existing Lenders”) under, and as defined in, the Credit Agreement (as hereinafter defined) party hereto, and CITIBANK, N.A. (“Citibank”), as the Administrative Agent.

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