Amended And Restated Pledge Agreement Sample Contracts

Cheniere Energy, Inc. – AMENDED AND RESTATED PLEDGE AGREEMENT Between CHENIERE CCH HOLDCO I, LLC, a Delaware Limited Liability Company (Pledgor) and SOCIETE GENERALE, (The Security Trustee) Dated as of May 22, 2018 (May 24th, 2018)

This AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of May 22, 2018 (as amended, amended and restated, supplemented or otherwise modified from time to time, this Agreement), is entered into by and between CHENIERE CCH HOLDCO I, LLC, a limited liability company formed under the laws of the State of Delaware (Pledgor), and SOCIETE GENERALE, in its capacity as Security Trustee for the Secured Parties (together with its successors and permitted assigns in such capacity, the Security Trustee).

Cheniere Corpus Christi Holdings, LLC – AMENDED AND RESTATED PLEDGE AGREEMENT Between CHENIERE CCH HOLDCO I, LLC, a Delaware Limited Liability Company (Pledgor) and SOCIETE GENERALE, (The Security Trustee) Dated as of May 22, 2018 (May 24th, 2018)

This AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of May 22, 2018 (as amended, amended and restated, supplemented or otherwise modified from time to time, this Agreement), is entered into by and between CHENIERE CCH HOLDCO I, LLC, a limited liability company formed under the laws of the State of Delaware (Pledgor), and SOCIETE GENERALE, in its capacity as Security Trustee for the Secured Parties (together with its successors and permitted assigns in such capacity, the Security Trustee).

Kenon Holdings Ltd. – Amended and Restated Pledge Agreement (April 9th, 2018)

THIS AMENDED AND RESTATED PLEDGE AGREEMENT (this "Pledge Agreement" or this "Agreement") is made on the 15thday of February, 2018 ("Effective Date") by and between KENON HOLDINGS LTD. (Company Registration Number: 201406588W), a company incorporated in Singapore and having its registered office at 160 Robinson Road, #17-01, Singapore Business Federation Centre, Singapore 068914 ("Pledgor"); and NAUTILUS INKIA HOLDINGS LLC, a company organized and existing under the laws of Cayman Islands, for itself and on behalf and for the benefit of Nautilus Distribution Holdings LLC ("Buyer" and the "Pledgee").

Vista Proppants & Logistics Inc. – Amended and Restated Pledge Agreement (January 12th, 2018)

THIS AMENDED AND RESTATED PLEDGE AGREEMENT (as it may be amended, restated, amended and restated, supplemented or modified from time to time, this Pledge Agreement) is entered into as of November 9, 2017, by and among each of the undersigned identified on the signature pages hereto as Grantors (together with any other entity that may become a party hereto as provided herein, each a Grantor, and collectively, the Grantors), and ARES CAPITAL CORPORATION, in its capacity as administrative agent (the Administrative Agent) for the Lenders and the other Secured Parties.

Vista Proppants & Logistics Inc. – Amended and Restated Pledge Agreement (December 22nd, 2017)

THIS AMENDED AND RESTATED PLEDGE AGREEMENT (as it may be amended, restated, amended and restated, supplemented or modified from time to time, this Pledge Agreement) is entered into as of November 9, 2017, by and among each of the undersigned identified on the signature pages hereto as Grantors (together with any other entity that may become a party hereto as provided herein, each a Grantor, and collectively, the Grantors), and ARES CAPITAL CORPORATION, in its capacity as administrative agent (the Administrative Agent) for the Lenders and the other Secured Parties.

CatchMark Timber Trust, Inc. – Fourth Amended and Restated Pledge Agreement (December 7th, 2017)

FOURTH AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of December 1, 2017 (as amended, supplemented, restated or otherwise modified from time to time, this "Agreement"), made by CATCHMARK TIMBER OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the "Borrower"), TIMBERLANDS II, LLC, a Delaware limited liability company ("Timberlands II"), CATCHMARK TIMBER TRS, INC., a Delaware corporation ("CatchMark TRS"), CATCHMARK TRS HARVESTING OPERATIONS, LLC, a Delaware limited liability company ("CatchMark TRS Subsidiary"), CATCHMARK HBU, LLC, a Delaware limited liability company ("CatchMark HBU"), CATCHMARK TEXAS TIMBERLANDS GP, LLC ("CatchMark Texas GP"), a Texas limited liability company, CATCHMARK TEXAS TIMBERLANDS, L.P. ("CatchMark Texas LP"), a Texas limited liability company, CATCHMARK SOUTH CAROLINA TIMBERLANDS, LLC, a South Carolina limited liability company ("CatchMark SC"), CATCHMARK SOUTHERN HOLDINGS II GP, LLC, a Delaware limited liability company ("CatchMark Southern Hol

Advanced Drainage Systems, Inc. – Second Amended and Restated Pledge Agreement (June 28th, 2017)

THIS SECOND AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of June 22, 2017, (as further restated, amended, modified or supplemented from time to time, the Agreement), is given by EACH OF THE UNDERSIGNED PARTIES LISTED ON THE SIGNATURE PAGES HERETO and EACH OF THE OTHER PERSONS AND ENTITIES THAT BECOMES BOUND HEREBY FROM TIME TO TIME by joinder, assumption or otherwise (each a Pledgor and collectively the Pledgors), as a Pledgor of the each of the Companies (as defined herein), to PNC BANK, NATIONAL ASSOCIATION, as Collateral Agent (in such capacity, the Collateral Agent) for the Secured Parties (as defined below).

Laureate Education – Amended and Restated Pledge Agreement (May 11th, 2017)

AMENDED AND RESTATED PLEDGE AGREEMENT dated as of April 26, 2017 (the "Pledge Agreement"), among Laureate Education, Inc., a Delaware public benefit corporation (the "Borrower"), each Subsidiary of the Borrower listed on the signature pages hereto or that becomes a party hereto pursuant to Section 9 hereof (each such Subsidiary being a "Subsidiary Pledgor" and, collectively, the "Subsidiary Pledgors"; the Subsidiary Pledgors and the Borrower are referred to collectively as the "Pledgors") and Citibank, N.A. ("Citi"), as Collateral Agent (in such capacity, and together with any successor or permitted assign, the "Collateral Agent") under the Credit Agreement (as defined below) for the benefit of the Secured Parties (which, for the purposes of this Pledge Agreement, shall include (a) any Secured Party under and as defined in Credit Agreement and (b) any Cash Management Bank (as defined below)).

Almost Family Inc – Amended and Restated Pledge Agreement (December 7th, 2016)

THIS AMENDED AND RESTATED PLEDGE AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, the Agreement), dated as of December 5, 2016, is made by ALMOST FAMILY, INC., a Delaware corporation (Borrower), the Subsidiaries of the Borrower listed on the signature pages hereto (together with the Borrower, the Initial Pledgors, and together with any additional Subsidiaries, whether now existing or hereafter formed or acquired which become parties to this Agreement by executing a Pledge Supplement hereto in substantially the form of Exhibit A, the Pledgors and each, a Pledgor ) for the benefit of JPMORGAN CHASE BANK, N.A. acting as Administrative Agent (Administrative Agent) pursuant to the Amended and Restated Credit Agreement dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the Credit Agreement; certain capitalized terms used in this Agreement have the meanings assigned to such terms in the

Amended and Restated Pledge Agreement (November 29th, 2016)

THIS AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of November 22, 2016 (as amended, restated, amended and restated, modified or supplemented from time to time, the "Agreement"), is given, made and entered into by each of the undersigned parties listed on the signature pages hereto and each of the other persons and entities that become bound hereby from time to time by joinder, assumption, or otherwise (each a "Pledgor" and collectively the "Pledgors"), a Pledgor of the corporations, limited liability companies, partnerships or other entities as set forth on Schedule A hereto, as the same may be amended from time to time (each a "Company" and collectively the "Companies"), and PNC BANK, NATIONAL ASSOCIATION, as administrative agent for itself and the other Lenders under the Credit Agreement described below (the "Administrative Agent").

Fifth Amended and Restated Pledge Agreement (October 27th, 2016)

This Fifth Amended and Restated Pledge Agreement (the "Agreement") is dated as of August 3, 2016, by and among the parties executing this Agreement under the heading "Pledgors" on the signature pages hereto (such parties, along with any parties who execute and deliver to the Agent an agreement in the form attached hereto as Schedule C, being hereinafter referred to collectively as the "Pledgors" and individually as a "Pledgor") and Bank of Montreal, a Canadian chartered bank acting through its Chicago branch ("BMO"), with its mailing address at 111 West Monroe Street, Chicago, Illinois 60603, acting as administrative agent hereunder for the Secured Creditors hereinafter identified and defined (BMO acting as such administrative agent and any successor or successors to BMO acting in such capacity being hereinafter referred to as the "Agent");

Fourth Amended and Restated Pledge Agreement (December 23rd, 2015)

THIS FOURTH AMENDED AND RESTATED PLEDGE AGREEMENT (this Agreement) dated as of December 18, 2015, is by and among the parties identified as Pledgors on the signature pages attached hereto and such other parties as may from time to time become Pledgors hereunder (each a Pledgor and collectively the Pledgors) and Bank of America, N.A., as administrative agent (in such capacity, the Administrative Agent), for the ratable benefit of the Secured Parties (defined below) and amends and restates that certain Third Amended and Restated Pledge Agreement dated as of October 30, 2013 (as amended or otherwise modified prior to the date hereof, the Existing Pledge Agreement), among the Company (defined below), the pledgors from time to time party thereto, and Bank of America, N.A., as administrative agent, which amended and restated that certain Second Amended and Restated Pledge Agreement, dated as of August 2, 2011 among the Company, the pledgors from time to time party thereto, and Bank of Americ

Amended and Restated Pledge Agreement (December 1st, 2015)

This AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of November 25, 2015 (as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof and of each Second Lien Agreement (as defined below), this Pledge Agreement) is hereby entered into among First Data Corporation, a Delaware corporation (the Company), each of the Subsidiaries of the Company listed on the signature pages hereto or that becomes a party hereto pursuant to Section 9 (each such Subsidiary being a Subsidiary Pledgor and, collectively, the Subsidiary Pledgors; the Subsidiary Pledgors and the Company are referred to collectively as the Pledgors) and Wells Fargo Bank, National Association, in its capacity as collateral agent (in such capacity and together with any successors in such capacity, the Collateral Agent), pursuant to each Second Lien Agreement (as amended, amended and restated, supplemented or otherwise modified from time to time) defining the rights

Third Amended and Restated Pledge Agreement (October 30th, 2015)

This THIRD AMENDED AND RESTATED PLEDGE AGREEMENT (Agreement), entered into as of October 29, 2015, among THE GREENBRIER COMPANIES, INC., an Oregon corporation (the Company or the Borrower), the other parties identified as Debtors on the signature pages hereto and such other parties that may become Debtors hereunder after the date hereof (together with the Company, the Debtors and individually a Debtor) in favor of BANK OF AMERICA, N.A., as administrative agent for its benefit and for the benefit of the other holders of the Secured Obligations (as defined below) (in such capacity, and together with its successors and permitted assigns, the Administrative Agent).

ONE Group Hospitality, Inc. – Second Amended and Restated Pledge Agreement (August 14th, 2015)

SECOND AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of June 2, 2015 (this "Pledge Agreement"), by THE ONE GROUP, LLC, a Delaware limited liability company (the "Pledgor"), in favor of BANKUNITED, N.A. (the "Bank").

ONE Group Hospitality, Inc. – Second Amended and Restated Pledge Agreement (August 14th, 2015)

SECOND AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of June 2, 2015 (this "Pledge Agreement"), by THE ONE GROUP HOSPITALITY, INC., a Delaware corporation, formerly known as Committed Capital Acquisition Corporation (the "Pledgor"), in favor of BANKUNITED, N.A. (the "Bank").

Amended and Restated Pledge Agreement (August 13th, 2015)

This AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of August 11, 2015 (as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof and of each First Lien Agreement (as defined below), this Pledge Agreement) is hereby entered into among First Data Corporation, a Delaware corporation (the Company), each of the Subsidiaries of the Company listed on the signature pages hereto or that becomes a party hereto pursuant to Section 9 (each such Subsidiary being a Subsidiary Pledgor and, collectively, the Subsidiary Pledgors; the Subsidiary Pledgors and the Company are referred to collectively as the Pledgors) and Wells Fargo Bank, National Association, in its capacity as collateral agent (in such capacity and together with any successors in such capacity, the Collateral Agent), pursuant to each First Lien Agreement (as amended, amended and restated, supplemented or otherwise modified from time to time) defining the rights of t

Golden Queen Mining Co Ltd – Amended and Restated Pledge Agreement (June 9th, 2015)

THIS AMENDED AND RESTATED PLEDGE AGREEMENT (this Agreement) dated as of June 8, 2015 is made by GOLDEN QUEEN MINING CO. LTD., a British Columbia corporation (the Borrower), GOLDEN QUEEN MINING HOLDINGS, INC., a California corporation (Holdings), and GOLDEN QUEEN MINING CANADA LTD. (BC Subco and, together with the Borrower and Holdings, the Pledgors, and each a Pledgor), in favor of THE LANDON T. CLAY 2009 IRREVOCABLE TRUST DATED MARCH 6, 2009 (LTC Lender), EHT, LLC (EHT Lender), HARRIS CLAY, an individual (HC Lender), and THE CLAY FAMILY 2009 IRREVOCABLE TRUST DATED APRIL 14, 2009 (together with LTC Lender, EHT Lender and HC Lender, the Lenders).

General Maritime Corp – Amended and Restated Pledge Agreement (June 8th, 2015)

AMENDED AND RESTATED PLEDGE AGREEMENT (as amended, modified, restated and/or supplemented from time to time, this Agreement), dated as of May 17, 2012, made by each of the undersigned pledgors (each a Pledgor and, together with any other entity that becomes a pledgor hereunder pursuant to Section 25 hereof, the Pledgors) to NORDEA BANK FINLAND PLC, NEW YORK BRANCH, as collateral agent (in such capacity, together with any successor collateral agent, the Pledgee), for the benefit of the Secured Creditors (as defined below).

General Maritime Corp – Second Amended and Restated Pledge Agreement (June 8th, 2015)

SECOND AMENDED AND RESTATED PLEDGE AGREEMENT (as amended, modified, restated and/or supplemented from time to time, this Agreement), dated as of May 17, 2012, made by each of the undersigned pledgors (each a Pledgor and, together with any other entity that becomes a pledgor hereunder pursuant to Section 25 hereof, the Pledgors) to NORDEA BANK FINLAND PLC, NEW YORK BRANCH, as collateral agent (in such capacity, together with any successor collateral agent, the Pledgee), for the benefit of the Secured Creditors (as defined below).

Winmark Corporation – Amended and Restated Pledge Agreement (May 18th, 2015)

THIS AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of May 14, 2015 (this Agreement), is made and given by WINMARK CORPORATION, a Minnesota corporation (the Pledgor) to THE PRIVATEBANK AND TRUST COMPANY, an Illinois bank and trust company, in its capacity as collateral agent for the Senior Lenders (as defined in the Intercreditor Agreement defined below) (the Collateral Agent).

Fourth Amended and Restated Pledge Agreement (April 27th, 2015)

This FOURTH AMENDED AND RESTATED PLEDGE AGREEMENT (as amended, amended and restated or otherwise modified from time to time, herein called this Agreement) is dated as of April 22, 2015 between OWENS-ILLINOIS GROUP, INC., a Delaware corporation (Company) and OWENS-BROCKWAY PACKAGING, INC., a Delaware corporation (Packaging) (each a Pledgor and collectively, the Pledgors), DEUTSCHE BANK AG, NEW YORK BRANCH (DB), as Collateral Agent (in such capacity herein called the Collateral Agent) for the Lenders (as hereinafter defined), the trustee under the Existing Holdings Senior Notes Indenture (as hereinafter defined) (the Existing Holdings Senior Notes Trustee), the Other Permitted Credit Exposure Holders (as hereinafter defined) and the Permitted Secured Debt Representatives (as hereinafter defined). Initially capitalized terms used herein without definition are defined in the Credit Agreement (as hereinafter defined).

Second Amended and Restated Pledge Agreement (April 2nd, 2015)

THIS SECOND AMENDED AND RESTATED PLEDGE AGREEMENT (as amended, modified, extended, renewed or replaced, this Agreement or the Pledge Agreement) is entered into as of March 31, 2015 by and among the parties identified as Pledgors on the signature pages hereto and such other parties as may become Pledgors hereunder after the date hereof (each a Pledgor and collectively the Pledgors), and BANK OF AMERICA, N.A., in its capacity as Collateral Agent (in such capacity, the Collateral Agent) for the holders of the Secured Obligations (defined below) and amends and restates that certain Amended and Restated Pledge Agreement, dated as of April 14, 2011, as amended and modified from time to time prior to the date hereof, among the pledgors from time to time party thereto and Bank of America, N.A., as administrative agent.

ONE Group Hospitality, Inc. – Amended and Restated Pledge Agreement (April 1st, 2015)

AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of December 17, 2014, (this "Pledge Agreement"), by THE ONE GROUP, LLC, a Delaware limited liability company (the "Pledgor"), in favor of BANKUNITED (the "Bank").

ONE Group Hospitality, Inc. – Amended and Restated Pledge Agreement (March 31st, 2015)

AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of December 17, 2014, (this "Pledge Agreement"), by THE ONE GROUP, LLC, a Delaware limited liability company (the "Pledgor"), in favor of BANKUNITED (the "Bank").

Amended and Restated Pledge Agreement (March 6th, 2015)

This AMENDED AND RESTATED PLEDGE AGREEMENT dated as of December 29, 2014 (as amended and modified, this "Pledge Agreement") by those parties identified as "Pledgors" on the signature pages hereto and such other parties as may become Pledgors hereunder after the date hereof (the "Pledgors") in favor of BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the "Administrative Agent") for the Lenders (as hereinafter defined) under the Credit Agreement described below amends and restates that certain Existing Pledge Agreement (as defined below).

Amended and Restated Pledge Agreement (February 25th, 2015)

AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of 19th December, 2014 (as may be amended, restated or otherwise modified from time to time, this "Agreement"), made among XL Investments Ltd, a company organized under the laws of Bermuda ("XL Investments"), XL Re Ltd, a company organized under the laws of Bermuda ("XL Re") and XL Insurance (Bermuda) Ltd, a company organized under the laws of Bermuda ("XL Insurance") ("XL Investments, XL Re and XL Insurance being referred to collectively herein as the "Grantors" and individually as a "Grantor" and XL Investments and XL Insurance being collectively referred to herein as the "Guarantors") in favor of Citibank, N.A. (the "Bank").

Amended and Restated Pledge Agreement (February 25th, 2015)

AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of 19th December, 2014 (as may be amended, restated or otherwise modified from time to time, this "Agreement"), made among XL Insurance (Bermuda) Ltd, a company organized and existing under the laws of Bermuda (with company registration number 12809) whose address of its registered or principal office is at O'Hara House, One Bermudiana Road, Hamilton HM08, Bermuda (the "Applicant"), XL Re Ltd, a company organized and existing under the laws of Bermuda (with company registration number 21291) whose address of its registered or principal office is at O'Hara House, One Bermudiana Road, Hamilton HM08, Bermuda (the "Second Pledgor"), (the Applicant and the Second Pledgor, together referred to as the "Original Pledgors", and together with any Additional Pledgor from time to time becoming hereto, the "Pledgors"), and Citibank Europe plc (the "Pledgee")

RenaissanceRe Holdings Ltd. – Second Amended and Restated Pledge Agreement (February 20th, 2015)

SECOND AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of November 24, 2014 (as it may be further amended, restated or otherwise modified from time to time, this "Agreement"), made among Renaissance Reinsurance Ltd., a company organized and existing under the laws of Bermuda whose address of its registered or principal office is at Renaissance House, 12 Crow Lane, Pembroke HM 19, Bermuda (the "Pledgor"), and CITIBANK EUROPE PLC (the "Pledgee").

CatchMark Timber Trust, Inc. – Third Amended and Restated Pledge Agreement (December 30th, 2014)

THIRD AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of December 23, 2014 (as amended, supplemented, restated or otherwise modified from time to time, this Agreement), made by CATCHMARK TIMBER OPERATING PARTNERSHIP, L.P. (f/k/a Wells Timberland Operating Partnership, L.P.), a Delaware limited partnership (the Borrower), TIMBERLANDS II, LLC, a Delaware limited liability company (Timberlands II), CATCHMARK TIMBER TRS, INC. (f/k/a Wells Timberland TRS, INC.), a Delaware corporation (CatchMark TRS), CATCHMARK TRS HARVESTING OPERATIONS, LLC (f/k/a Wells TRS Harvesting Operations, LLC), a Delaware limited liability company (CatchMark TRS Subsidiary), CATCHMARK HBU, LLC (f/k/a WELLS TIMBERLAND HBU, LLC), a Delaware limited liability company (CatchMark HBU), CATCHMARK TEXAS TIMBERLANDS GP, LLC (CatchMark Texas GP), a Texas limited liability company, CATCHMARK TEXAS TIMBERLANDS, L.P. (CatchMark Texas LP), a Texas limited liability company, and each Additional Grantor (such capitalized term and

Stonemor Partners L.P. – SECOND AMENDED AND RESTATED PLEDGE AGREEMENT Among STONEMOR OPERATING LLC, VARIOUS ADDITIONAL BORROWERS, STONEMOR GP LLC, STONEMOR PARTNERS L.P., and BANK OF AMERICA, N.A., as Collateral Agent Dated December 19, 2014 (December 23rd, 2014)

SECOND AMENDED AND RESTATED PLEDGE AGREEMENT, dated December 19, 2014 (as amended, restated, modified and/or supplemented from time to time, this Agreement), among each of the undersigned (each, a Pledgor and, together with each other entity which becomes a party hereto pursuant to Article XXV, collectively, the Pledgors) and Bank of America, N.A., a national banking association (Bank of America), in its capacity as administrative and collateral agent for the benefit of the Secured Parties (together with any successor in such capacity, the Collateral Agent).

Aspen Insurance Holdings Limited – Amended and Restated Pledge Agreement (December 18th, 2014)

AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of December 18, 2014 (as may be amended, restated or otherwise modified from time to time, this "Agreement"), made among ASPEN BERMUDA LIMITED, a company organized and existing under the laws of Bermuda whose address of its registered or principal office is at 141 Front Street, Hamilton, HM19 Bermuda (the "Pledgor") and CITIBANK EUROPE plc (as successor by assignment to Citibank, N.A.; referred to herein as the "Pledgee").

Amended and Restated Pledge Agreement (September 9th, 2014)

AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of August 13, 2012 and amended and restated as of July 15, 2014, (as the same may be further amended, restated, modified and/or supplemented from time to time, this "Agreement"), among each of the undersigned pledgors (each, a "Pledgor" and, together with any other entity that becomes a pledgor hereunder pursuant to Section 32 hereof, the "Pledgors") and DEUTSCHE BANK AG NEW YORK BRANCH (in its individual capacity, and any successor corporation thereto by merger, consolidation or otherwise, "DBNY"), as collateral agent (in such capacity, together with any successor collateral agent, the "Pledgee"), for the benefit of the Secured Creditors (as defined below). Certain capitalized terms as used herein are defined in Section 2 hereof. Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.

Advanced Drainage Systems, Inc. – Amended and Restated Pledge Agreement (June 6th, 2014)

THIS AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of June 12, 2013, (as further restated, amended, modified or supplemented from time to time, the Agreement), is given by EACH OF THE UNDERSIGNED PARTIES LISTED ON THE SIGNATURE PAGES HERETO and EACH OF THE OTHER PERSONS AND ENTITIES THAT BECOMES BOUND HEREBY FROM TIME TO TIME by joinder, assumption or otherwise (each a Pledgor and collectively the Pledgors), as a Pledgor of the each of the Companies (as defined herein), to PNC BANK, NATIONAL ASSOCIATION, as Collateral Agent (in such capacity, the Collateral Agent) for the Secured Parties (as defined below).

Second Amended and Restated Pledge Agreement (March 28th, 2014)

SECOND AMENDED AND RESTATED PLEDGE AGREEMENT (this Agreement) dated as of March 25, 2014, by and among GAMESTOP CORP., a corporation organized under the laws of the State of Delaware having a place of business at 625 Westport Parkway, Grapevine, Texas 76051, as Lead Borrower; the Subsidiary Borrowers party hereto (together with the Lead Borrower, individually, a Pledgor and collectively, the Pledgors); and BANK OF AMERICA, N.A., a national banking association, as administrative agent and collateral agent (in such capacities, the Agent) for the Credit Parties, in consideration of the mutual covenants contained herein and benefits to be derived herefrom.