ContractTrademark Security Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
TRADEMARK SECURITY AGREEMENT, dated as of December 13, 2019 (this “Agreement”), among Sotera Health LLC (the “Grantor”) and Jefferies Finance LLC, as collateral agent (in such capacity, the “First Lien Collateral Agent”).
ContractTrademark Security Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
TRADEMARK SECURITY AGREEMENT, dated as of December 13, 2019 (this “Agreement”), among STERIGENICS U.S., LLC (the “Grantor”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as Second Lien Notes Collateral Agent under the Indenture (as defined below) (in such capacity, together with its successors and assigns, the “Second Lien Notes Collateral Agent”).
FIRST/SECOND LIEN INTERCREDITOR AGREEMENT dated as of December 13, 2019 among SOTERA HEALTH TOPCO, INC., SOTERA HEALTH HOLDINGS, LLC, THE OTHER GRANTORS PARTY HERETO, JEFFERIES FINANCE LLC, as First Lien Collateral Agent and WILMINGTON TRUST, NATIONAL...Lien Intercreditor Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
FIRST/SECOND LIEN INTERCREDITOR AGREEMENT dated as of December 13, 2019 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among SOTERA HEALTH TOPCO, INC., a Delaware corporation (“Holdings”), SOTERA HEALTH HOLDINGS, LLC, a Delaware limited liability company (the “Company”), the other Grantors (as defined below) from time to time party hereto, JEFFERIES FINANCE LLC (“Jefferies”), as administrative agent and collateral agent under the First Lien Credit Agreement (in such capacity and together with its successors in such capacity, the “First Lien Collateral Agent”), WILMINGTON TRUST, NATIONAL ASSOCIATION (“Wilmington Trust”), solely in its capacity as second lien notes collateral agent under the Second Lien Indenture (in such capacity and together with its successors in such capacity, the “Initial Second Priority Representative”), and each additional Second Priority Representative and Senior Representative that from time
FIRST LIEN PARI PASSU INTERCREDITOR AGREEMENT dated as of July 31, 2020 among SOTERA HEALTH HOLDINGS, LLC as the Company SOTERA HEALTH TOPCO, INC., as Holdings, the other GRANTORS party hereto, JEFFERIES FINANCE LLC, as First Lien Credit Agreement...Passu Intercreditor Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
FIRST LIEN PARI PASSU INTERCREDITOR AGREEMENT, dated as of July 31, 2020 (as amended, restated, amended and restated, extended, supplemented or otherwise modified from time to time, this “Agreement”), among SOTERA HEALTH TOPCO, INC., a Delaware corporation (“Holdings”), SOTERA HEALTH HOLDINGS, LLC, a Delaware limited liability company (the “Company”), the other Grantors (as defined below) from time to time party hereto, JEFFERIES FINANCE LLC (“Jefferies”), as collateral agent for the Credit Agreement Secured Parties (as defined below) (in such capacity and together with its successors in such capacity, the “Credit Agreement Collateral Agent”), Jefferies, as First Lien Administrative Agent and Authorized Representative for the Credit Agreement Secured Parties (as each such term is defined below), WILMINGTON TRUST, NATIONAL ASSOCIATION, as First Lien Collateral Agent under the Initial Additional First Lien Agreement (as defined below) for the Initial Additional First Lien Secured Parties
FIRST LIEN COLLATERAL AGREEMENT dated as of December 13, 2019, among SOTERA HEALTH TOPCO, INC., as Holdings, SOTERA HEALTH HOLDINGS, LLC, as Borrower, THE OTHER GRANTORS PARTY HERETO, and JEFFERIES FINANCE LLC, as First Lien Collateral AgentFirst Lien Collateral Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
FIRST LIEN COLLATERAL AGREEMENT dated as of December 13, 2019 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) among SOTERA HEALTH HOLDINGS, LLC, a Delaware limited company (the “Borrower”), the other GRANTORS from time to time party hereto, SOTERA HEALTH TOPCO, INC., a Delaware corporation (“Holdings”), and JEFFERIES FINANCE LLC (“Jefferies”), as First Lien Collateral Agent (in such capacity, the “First Lien Collateral Agent”).
ContractPatent Security Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
PATENT SECURITY AGREEMENT, dated as of December 13, 2019 (this “Agreement”), among STERIGENICS U.S., LLC (the “Grantor”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as Second Lien Notes Collateral Agent under the Indenture (as defined below) (in such capacity, together with its successors and assigns, the “Second Lien Notes Collateral Agent”).
GUARANTEE AGREEMENTGuarantee Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
FIRST LIEN COLLATERAL AGREEMENT dated as of July 31, 2020, among SOTERA HEALTH TOPCO, INC., as Holdings, SOTERA HEALTH HOLDINGS, LLC, as Issuer, THE OTHER GRANTORS PARTY HERETO, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as First Lien Notes...First Lien Collateral Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
FIRST LIEN COLLATERAL AGREEMENT dated as of July 31, 2020 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) among SOTERA HEALTH HOLDINGS, LLC, a Delaware limited company (the “Issuer”), the other GRANTORS from time to time party hereto, SOTERA HEALTH TOPCO, INC., a Delaware corporation (“Holdings”), and WILIMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (“Wilmington Trust”), solely in its capacity as “First Lien Notes Collateral Agent” under the Indenture (in such capacity, the “First Lien Notes Collateral Agent”).
ContractCopyright Security Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
COPYRIGHT SECURITY AGREEMENT, dated as of December 13, 2019 (this “Agreement”), among NELSON LABORATORIES, LLC (the “Grantor”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as Second Lien Notes Collateral Agent under the Indenture (as defined below) (in such capacity, together with its successors and assigns, the “Second Lien Notes Collateral Agent”).
Certain confidential portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K and marked with asterisks. The omitted information is (i) not material and (ii) would likely cause us competitive harm if publicly...Supply Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
[***] acting through its [***] segment, located at [***] (“Seller”), agrees to sell and each of STERIGENICS U.S., LLC (“Sterigenics U.S.”), STERIGENICS S. DE R.L. DE C.V. (“Sterigenics Mexico”), STERIGENICS COSTA RICA S.R.L. (“Sterigenics Costa Rica”) and STERIGENICS EO CANADA, INC. (“Sterigenics Canada”) (collectively, Sterigenics U.S., Sterigenics Mexico, Sterigenics Costa Rica and Sterigenics Canada are referred to as “Buyer” or “Sterigenics”) agrees to purchase for and use by its contract sterilization facilities in its respective territory Product described in this Agreement at the prices and upon the terms set forth in the Agreement.
ContractCopyright Security Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
COPYRIGHT SECURITY AGREEMENT, dated as of December 13, 2019 (this “Agreement”), among Nelson Laboratories, LLC (the “Grantor”) and Jefferies Finance LLC, as collateral agent (in such capacity, the “First Lien Collateral Agent”).
ContractPatent Security Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
PATENT SECURITY AGREEMENT, dated as of December 13, 2019 (this “Agreement”), among Sterigenics U.S., LLC (the “Grantor”) and Jefferies Finance LLC, as collateral agent (in such capacity, the “First Lien Collateral Agent”).
CREDIT AGREEMENT dated as of December 13, 2019 among SOTERA HEALTH TOPCO, INC., as Holdings, SOTERA HEALTH HOLDINGS, LLC, as Borrower, the Lenders and Issuing Banks party hereto and JEFFERIES FINANCE LLC, as First Lien Administrative Agent and First...Credit Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
FIRST LIEN CREDIT AGREEMENT dated as of December 13, 2019 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) among SOTERA HEALTH TOPCO, INC., a Delaware corporation (the “Initial Holdings”), SOTERA HEALTH HOLDINGS, LLC (the “Borrower”), a Delaware limited company, the LENDERS and ISSUING BANKS party hereto and JEFFERIES FINANCE LLC. (“Jefferies”), as First Lien Administrative Agent and First Lien Collateral Agent.
SECOND LIEN COLLATERAL AGREEMENT dated as of December 13, 2019, among SOTERA HEALTH TOPCO, INC., as Holdings, SOTERA HEALTH HOLDINGS, LLC, as Issuer, THE OTHER GRANTORS PARTY HERETO, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Second Lien Notes...Second Lien Collateral Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
SECOND LIEN COLLATERAL AGREEMENT dated as of December 13, 2019 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) among SOTERA HEALTH HOLDINGS, LLC, a Delaware limited liability company (the “Issuer”), the other GRANTORS from time to time party hereto, SOTERA HEALTH TOPCO, INC., a Delaware corporation (“Holdings”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, solely in its capacity as “Second Lien Notes Collateral Agent” under the Indenture (in such capacity, the “ Second Lien Notes Collateral Agent”).
ContractPatent Security Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
PATENT SECURITY AGREEMENT, dated as of July 31, 2020 (this “Agreement”), among STERIGENICS U.S., LLC (the “Grantor”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as First Lien Notes Collateral Agent under the Indenture (as defined below) (in such capacity, together with its successors and assigns, the “First Lien Notes Collateral Agent”).
ContractCopyright Security Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
COPYRIGHT SECURITY AGREEMENT, dated as of July 31, 2020 (this “Agreement”), among NELSON LABORATORIES, LLC (the “Grantor”) and WILMINTON TRUST, NATIONAL ASSOCIATION, in its capacity as First Lien Notes Collateral Agent under the Indenture (as defined below) (in such capacity, together with its successors and assigns, the “First Lien Notes Collateral Agent”).
INDENTURE Dated as of July 31, 2020 among SOTERA HEALTH HOLDINGS, LLC, SOTERA HEALTH TOPCO, INC., THE INTERMEDIATE PARENTS AND SUBSIDIARY NOTE PARTIES PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION, as First Lien Notes Collateral Agent,...Indenture • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
INDENTURE, dated as of July 31, 2020 among Sotera Health Holdings, LLC, a Delaware limited liability company (the “Issuer”), Sotera Health Topco, Inc., a Delaware corporation (“Initial Holdings”), each Intermediate Parent (as defined herein) and Subsidiary Note Party (as defined herein) party hereto and Wilmington Trust, National Association, a national banking association, as First Lien Notes Collateral Agent, Calculation Agent and Trustee.
ContractTrademark Security Agreement • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
TRADEMARK SECURITY AGREEMENT, dated as of July 31, 2020 (this “Agreement”), among SOTERA HEALTH HOLDINGS, LLC (the “Grantor”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as First Lien Notes Collateral Agent under the Indenture (as defined below) (in such capacity, together with its successors and assigns, the “First Lien Notes Collateral Agent”).
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
This Second Supplemental Indenture (this “Second Supplemental Indenture”), dated as of October 9, 2020, between Sotera Health Holdings, LLC (the “Issuer”) and Wilmington Trust, National Association, as trustee (the “Trustee”) and as collateral agent (the “Second Lien Notes Collateral Agent”).
ContractSupplemental Indenture • October 23rd, 2020 • Sotera Health Co • Services-misc health & allied services, nec • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of July 31, 2020, among Sotera Health Holdings, LLC, a Delaware limited liability company (the “Issuer”); Sterigenics Radiation Technologies Holdings, LLC, a Delaware limited liability company; Sterigenics Radiation Technologies, LLC, a Delaware limited liability company; Nelson Laboratories Holdings, LLC, a Delaware limited liability company; Nelson Laboratories Fairfield Holdings, LLC, a Delaware limited liability company; and Iotron Industries USA Inc., an Indiana corporation (each, an “Additional Guarantor” and collectively, the “Additional Guarantors”) and Wilmington Trust, National Association, as trustee (the “Trustee”) and as collateral agent (the “Second Lien Notes Collateral Agent”).
