Asset Based Revolving Credit Agreement Sample Contracts

Warrior Met Coal, Llc – Amendment No. 2 to Asset-Based Revolving Credit Agreement (March 27th, 2017)

THIS AMENDMENT NO. 2 TO ASSET BASED REVOLVING CREDIT AGREEMENT is entered into as of March 24, 2017 (this Amendment) by and among Warrior Met Coal, LLC, a Delaware limited liability company (Holdings), certain of its subsidiaries identified therein as borrowers (together with Holdings, each a Borrower and collectively, the Borrowers), each lender from time to time party to the Credit Agreement (the Lenders) and Citibank, N.A., as administrative agent and collateral agent (in such capacities, including any successor thereto, the Administrative Agent).

Momentive Specialty Chemicals – AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of December 21, 2016, Among (March 8th, 2017)

This AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT, dated as of December 21, 2016 (as amended, supplemented, restated or otherwise modified from time to time, this "Agreement"), among HEXION LLC (f/k/a MOMENTIVE SPECIALTY CHEMICALS HOLDINGS LLC), a Delaware limited liability company ("Holdings"), HEXION INC. (F/K/A MOMENTIVE SPECIALTY CHEMICALS INC.), a New Jersey corporation (the "U.S. Borrower"), HEXION CANADA INC. (f/k/a MOMENTIVE SPECIALTY CHEMICALS CANADA INC.), a Canadian corporation (the "Canadian Borrower"), HEXION B.V. (f/k/a MOMENTIVE SPECIALTY CHEMICALS B.V.), a besloten vennootschap met beperkte aansprakelijkheid under the laws of The Netherlands having its statutory seat in Rotterdam, The Netherlands and registered with the Dutch Trade Register under number 24294676 (the "Dutch Borrower"), HEXION UK LIMITED (f/k/a MOMENTIVE SPECIALTY CHEMICALS UK LIMITED), a company incorporated under the laws of England and Wales, and BORDEN CHEMICAL UK LIMITED, a company in

Warrior Met Coal, Llc – Amendment No. 1 to Asset-Based Revolving Credit Agreement (March 7th, 2017)

AMENDMENT NO. 1 TO ASSET BASED REVOLVING CREDIT AGREEMENT, dated as of January 23, 2017 (this Amendment), to the Asset-Based Revolving Credit Agreement, dated as of April 1, 2016 (as amended, restated, supplemented and/or otherwise modified from time to time prior to the date hereof, the Credit Agreement), among Warrior Met Coal, LLC, a Delaware limited liability company (Holdings), certain of its subsidiaries identified therein as borrowers (together with Holdings, each a Borrower and collectively, the Borrowers), the guarantors party thereto, each lender providing the Additional Commitment (as defined below) pursuant to this Amendment (such lenders, the Commitment Increase Lenders) and each other lender party to the Credit Agreement (the Existing Lenders, and together with the Commitment Increase Lenders, the Lenders) and Citibank, N.A., as administrative agent and collateral agent (in such capacities, including any successor thereto, the Administrative Agent).

Warrior Met Coal, Llc – ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of April 1, 2016 Among WARRIOR MET COAL, LLC as Holdings WARRIOR MET COAL, LLC and Certain of Its Subsidiaries, as the Borrowers THE GUARANTORS PARTY HERETO CITIBANK, N.A., as Administrative Agent CITIBANK, N.A., as Swingline Lender CITIBANK, N.A. And CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as L/C Issuers the Other Lenders Party Hereto and CITIGROUP GLOBAL MARKETS INC. And CREDIT SUISSE SECURITIES (USA) LLC, as Joint Lead Arrangers and Joint Bookrunners (March 7th, 2017)

This ASSET-BASED REVOLVING CREDIT AGREEMENT (this Agreement) is entered into as of April 1, 2016 among WARRIOR MET COAL, LLC, a Delaware limited liability company (Holdings), WARRIOR MET COAL INTERMEDIATE HOLDCO, LLC, a Delaware limited liability company (Intermediate Holdco), WARRIOR MET COAL GAS, LLC, a Delaware limited liability company (WMC Gas), WARRIOR MET COAL MINING, LLC, a Delaware limited liability company (WMC Mining), WARRIOR MET COAL TRI, LLC, a Delaware limited liability company (WMC Tri), WARRIOR MET COAL BCE, LLC, a Delaware limited liability company (WMC BCE), WARRIOR MET COAL LAND, LLC, a Delaware limited liability company (WMC Land), WARRIOR MET COAL WV, LLC, a Delaware limited liability company (WMC WV), and WARRIOR MET COAL LA, LLC, a Delaware limited liability company (WMC LA, and together with Holdings, Intermediate Holdco, WMC Gas, WMC Mining, WMC Tri, WMC BCE, WMC Land, WMC WV, the Borrowers), each Guarantor party hereto, each lender from time to time party her

Momentive Specialty Chemicals – AMENDMENT AGREEMENT (This Agreement) Dated as of December 21, 2016, Among HEXION LLC (F/K/A Momentive Specialty Chemicals Holdings LLC), a Delaware Limited Liability Company (Holdings), HEXION INC. (F/K/A Momentive Specialty Chemicals Inc.), a New Jersey Corporation (The U.S. Borrower), HEXION CANADA INC. (F/K/A Momentive Specialty Chemicals Canada Inc.), a Canadian Corporation (The Canadian Borrower), HEXION B.V. (F/K/A Momentive Specialty Chemicals B.V.), a Company Organized Under the Laws of the Netherlands (The Dutch Borrower), HEXION UK LIMITED (F/K/A Momentive Specialty Chemicals UK Limi (December 23rd, 2016)

This AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT, dated as of December 21, 2016 (as amended, supplemented, restated or otherwise modified from time to time, this Agreement), among HEXION LLC (F/K/A MOMENTIVE SPECIALTY CHEMICALS HOLDINGS LLC), a Delaware limited liability company (Holdings), HEXION INC. (F/K/A MOMENTIVE SPECIALTY CHEMICALS INC.), a New Jersey corporation (the U.S. Borrower), HEXION CANADA INC. (F/K/A MOMENTIVE SPECIALTY CHEMICALS CANADA INC.), a Canadian corporation (the Canadian Borrower), HEXION B.V. (F/K/A MOMENTIVE SPECIALTY CHEMICALS B.V.), a besloten vennootschap met beperkte aansprakelijkheid under the laws of The Netherlands having its statutory seat in Rotterdam, The Netherlands and registered with the Dutch Trade Register under number 24294676 (the Dutch Borrower), HEXION UK LIMITED (F/K/A MOMENTIVE SPECIALTY CHEMICALS UK LIMITED), a company incorporated under the laws of England and Wales, and BORDEN CHEMICAL UK LIMITED, a company incorporated

Revlon – ASSET-BASED REVOLVING CREDIT AGREEMENT Among REVLON CONSUMER PRODUCTS CORPORATION, and CERTAIN LOCAL BORROWING SUBSIDIARIES, as Borrowers and REVLON, INC., as Holdings, THE LENDERS AND ISSUING LENDERS PARTY HERETO and CITIBANK, N.A., as Administrative Agent, Collateral Agent, Issuing Lender and Swingline Lender, Dated as of September 7, 2016 CITIGROUP GLOBAL MARKETS INC., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, and WELLS FARGO BANK, NATIONAL ASSOCIATION as Joint Lead Arrangers, CITIGROUP GLOBAL MARKETS INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED CREDIT SUISSE SECURITIES (September 9th, 2016)

ASSET-BASED REVOLVING CREDIT AGREEMENT, dated as of September 7, 2016, among REVLON CONSUMER PRODUCTS CORPORATION, a Delaware corporation (the "Company" or the "Borrower"), the Local Borrowing Subsidiaries from time to time party hereto, REVLON, INC., a Delaware corporation ("Holdings") solely for purposes of Section 7A, the several banks and other financial institutions or entities from time to time parties to this Agreement as Lenders, the Issuing Lenders, and CITIBANK, N.A., as Administrative Agent, Collateral Agent, Issuing Lender and Swingline Lender.

ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of July 15, 2016, Among VERSO PAPER FINANCE HOLDINGS LLC, as Holdings, VERSO PAPER HOLDINGS LLC, as the Borrower, EACH OF THE SUBSIDIARY LOAN PARTIES PARTY HERETO, THE LENDERS PARTY HERETO, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, BARCLAYS BANK PLC, as Syndication Agent, CITIZENS BANK, NATIONAL ASSOCIATION, REGIONS BANK N.A. And SUNTRUST BANK, as Documentation Agents, and WELLS FARGO BANK, NATIONAL ASSOCIATION, BARCLAYS BANK PLC, CITIZENS BANK, NATIONAL ASSOCIATION, REGIONS BANK N.A. And SUNTRUST ROBINSON HUMPHREY, INC. As (July 19th, 2016)

This ASSET-BASED REVOLVING CREDIT AGREEMENT dated as of July 15, 2016 (this Agreement), is by and among VERSO PAPER FINANCE HOLDINGS LLC, a Delaware limited liability company (Holdings), VERSO PAPER HOLDINGS LLC, a Delaware limited liability company (the Borrower), EACH OF THE SUBSIDIARY LOAN PARTIES party hereto, the LENDERS party hereto from time to time, WELLS FARGO BANK, NATIONAL ASSOCIATION (Wells Fargo), as administrative agent for the Lenders (in such capacity, the Administrative Agent), BARCLAYS BANK PLC, as syndication agent (in such capacity, the Syndication Agent), CITIZENS BANK, NATIONAL ASSOCIATION, REGIONS BANK N.A. and SUNTRUST BANK, as documentation agents (in such capacity, the Documentation Agents), and WELLS FARGO BANK, NATIONAL ASSOCIATION, BARCLAYS BANK PLC, CITIZENS BANK, NATIONAL ASSOCIATION, REGIONS BANK N.A. and SUNTRUST ROBINSON HUMPHREY, INC., as joint lead arrangers and joint book runners (in such capacity, the Joint Lead Arrangers).

SUPERPRIORITY SENIOR DEBTOR-IN-POSSESSION ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of January 26, 2016, Among NEWPAGE INVESTMENT COMPANY LLC, a Debtor and a Debtor-In-Possession, as Holdings, NEWPAGE CORPORATION, a Debtor and a Debtor-In-Possession, as the Borrower, EACH OF THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, Each a Debtor and a Debtor-In-Possession, as Subsidiary Loan Parties, THE LENDERS PARTY HERETO, BARCLAYS BANK PLC, as Administrative Agent, BARCLAYS BANK PLC, as Collateral Agent, BMO HARRIS BANK N.A., as Co- Collateral Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Sy (January 28th, 2016)

This SUPERPRIORITY SENIOR DEBTOR-IN-POSSESSION ASSET-BASED REVOLVING CREDIT AGREEMENT dated as of January 26, 2016 (this "Agreement"), is by and among NEWPAGE INVESTMENT COMPANY LLC, a Delaware limited liability company and a debtor and debtor-in-possession ("Holdings"), NEWPAGE CORPORATION, a Delaware corporation and a debtor and debtor-in-possession (the "Borrower"), EACH OF THE SUBSIDIARIES OF THE BORROWER party hereto, each a debtor and debtor-in-possession, as Subsidiary Loan Parties, the LENDERS party hereto from time to time, BARCLAYS BANK PLC ("Barclays"), as administrative agent (in such capacity, the "Administrative Agent") for the Lenders, Barclays as collateral agent (in such capacity, the "Collateral Agent), BMO HARRIS BANK N.A. ("BMO") as co-collateral agent (in such capacity, the "Co-Collateral Agent") for the Secured Parties, WELLS FARGO BANK, NATIONAL ASSOCIATION, as syndication agent (in such capacity, the "Syndication Agent"), and BARCLAYS BANK PLC, BMO CAPITAL MARKE

Albertsons Companies, Inc. – AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of January 30, 2015 Among Albertsons LLC, as the Lead Borrower Albertsons Holdings LLC, as Holdco for the Borrowers Named Herein the Guarantors Named Herein Bank of America, N.A., as Administrative Agent and Collateral Agent and the Lenders Party Hereto Bank of America, N.A., Citibank, N.A., Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding, Inc., Barclays Bank PLC, Deutsche Bank Securities Inc., PNC Capital Markets LLC, SunTrust Bank and U.S. Bank National Association, as Co-Syndication Agents Capital One Bus (July 8th, 2015)

This AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT (Agreement) is entered into as of January 30, 2015 among Albertsons LLC, a Delaware limited liability company (the Lead Borrower), the Persons named on Schedule 1.01 hereto (together with the Lead Borrower and each other Person that becomes a Borrower hereunder in accordance with the terms hereof, collectively, the Borrowers), Albertsons Holdings LLC (Holdco), the Guarantors, each lender from time to time party hereto (collectively, the Lenders and individually, a Lender), Bank of America, N.A. as Administrative Agent and Collateral Agent; and the Co-Syndication Agents and Co-Documentation Agents (each as defined herein).

Momentive Performance Materials Inc. – SENIOR SECURED DEBTOR-IN-POSSESSION AND EXIT ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of April 15, 2014, Among MOMENTIVE PERFORMANCE MATERIALS HOLDINGS INC., MOMENTIVE PERFORMANCE MATERIALS INC., MOMENTIVE PERFORMANCE MATERIALS USA INC., as U.S. Borrower, MOMENTIVE PERFORMANCE MATERIALS GMBH, as Germany Silicone Borrower, MOMENTIVE PERFORMANCE MATERIALS QUARTZ GMBH, as Germany Quartz Borrower, and MOMENTIVE PERFORMANCE MATERIALS NOVA SCOTIA ULC, as Canadian Borrower, THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent, CITIGROUP GLOBAL MARKETS INC. And CREDIT SU (April 17th, 2014)

AMENDED AND RESTATED SENIOR SECURED DEBTOR-IN-POSSESSION AND EXIT ASSET-BASED REVOLVING CREDIT AGREEMENT dated as of April 15, 2014 (this Agreement), among MOMENTIVE PERFORMANCE MATERIALS HOLDINGS INC., a Delaware corporation (Holdings), MOMENTIVE PERFORMANCE MATERIALS INC., a Delaware corporation (Intermediate Holdings), MOMENTIVE PERFORMANCE MATERIALS USA INC., a Delaware corporation (the U.S. Borrower), MOMENTIVE PERFORMANCE MATERIALS GMBH, a company organized under the laws of Germany (the Germany Silicone Borrower), MOMENTIVE PERFORMANCE MATERIALS QUARTZ GMBH, a company organized under the laws of Germany (the Germany Quartz Borrower), MOMENTIVE PERFORMANCE MATERIALS NOVA SCOTIA ULC, an unlimited company incorporated under the laws of the Province of Nova Scotia, Canada (the Canadian Borrower; the Canadian Borrower, the Germany Silicone Borrower, the Germany Quartz Borrower and the U.S. Borrower each a Borrower and collectively the Borrowers), the LENDERS party hereto from time to

Crystal Springs of Alabama Holdings, LLC – ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of August 30, 2013, Among DS WATERS ENTERPRISES, INC., as Holdings, CRESTVIEW DS MERGER SUB II, INC. (To Be Merged on the Closing Date With and Into DS WATERS OF AMERICA, INC.), as Borrower, THE LENDERS PARTY HERETO, and BMO HARRIS BANK N.A., as Administrative Agent, BMO CAPITAL MARKETS, BARCLAYS BANK PLC and CREDIT SUISSE SECURITIES (USA) LLC, as Joint Lead Arrangers and Joint Bookrunners, and BARCLAYS BANK PLC as Syndication Agent (April 1st, 2014)

WHEREAS, (i) Crestview DSW Investors, L.P., a Delaware limited partnership (Parent) and Crestview DSW Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (Merger Sub), have entered into that certain Agreement and Plan of Merger by and among Parent, Merger Sub, DSW Group, Inc., a Delaware corporation (Target), and DSW Group Holdings, LLC, a Delaware limited liability company and the parent of the Target (the Seller), dated as of July 23, 2013 (as amended or supplemented through the date hereof, the Merger Agreement), pursuant to which Merger Sub will merge (the Merger) with and into Target, with Target surviving and Holdings as a direct wholly owned subsidiary of Target and (ii) Merger Sub 2, a direct, wholly owned subsidiary of Merger Sub, will enter into a merger agreement with DS Waters of America, Inc., a Delaware corporation, and the direct, wholly owned subsidiary of Holdings (the Company), pursuant to which Merger Sub 2 will merge (the Subsidia

NewPage Holdings Inc. – ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of February 11, 2014, Among NEWPAGE INVESTMENT COMPANY LLC, as Holdings, NEWPAGE CORPORATION, as Borrower, EACH OF THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as Subsidiary Loan Parties, THE LENDERS PARTY HERETO, BARCLAYS BANK PLC, as Administrative Agent, BARCLAYS BANK PLC, as Collateral Agent, BMO HARRIS BANK N.A., as Co-Collateral Agent, and BARCLAYS BANK PLC, CREDIT SUISSE SECURITIES (USA) LLC, UBS SECURITIES LLC, BMO CAPITAL MARKETS CORP. And WELLS FARGO BANK, NATIONAL ASSOCIATION, as Joint Lead Arrangers and Joint Book Runners, CREDIT SU (February 11th, 2014)

This FIRST LIEN/FIRST LIEN INTERCREDITOR AGREEMENT (as amended, restated, modified or supplemented from time to time, this Agreement), dated as of [ ], 20[ ], is among CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Applicable Authorized Representative (as defined herein), CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Authorized Representative for the Credit Agreement Secured Parties (in such capacity and together with its successors in such capacity, the Administrative Agent), [ ], as Authorized Representative for the Initial Other First-Priority Secured Parties (in such capacity and together with its successors in such capacity, the Initial Other Authorized Representative), and each additional Authorized Representative from time to time party hereto for the Other First-Priority Secured Parties of the Series with respect to which it is acting in such capacity, as consented to by the Grantors in the Consent of Grantors.

Momentive Performance Materials Inc. – ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of April 24, 2013, Among MOMENTIVE PERFORMANCE MATERIALS HOLDINGS INC., MOMENTIVE PERFORMANCE MATERIALS INC., MOMENTIVE PERFORMANCE MATERIALS USA INC., as U.S. Borrower, MOMENTIVE PERFORMANCE MATERIALS GMBH, as Germany Silicone Borrower, MOMENTIVE PERFORMANCE MATERIALS QUARTZ GMBH, as Germany Quartz Borrower, and MOMENTIVE PERFORMANCE MATERIALS NOVA SCOTIA ULC, as Canadian Borrower, THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and JPMORGAN CHASE BANK, N.A., CITIGROUP GLOBAL MARKETS INC., CREDIT SUISSE AG, DEUTSCHE (April 30th, 2013)

ASSET-BASED REVOLVING CREDIT AGREEMENT dated as of April 24, 2013 (this Agreement), among MOMENTIVE PERFORMANCE MATERIALS HOLDINGS INC., a Delaware corporation (Holdings), MOMENTIVE PERFORMANCE MATERIALS INC., a Delaware corporation (Intermediate Holdings), MOMENTIVE PERFORMANCE MATERIALS USA INC., a Delaware corporation (the U.S. Borrower), MOMENTIVE PERFORMANCE MATERIALS GMBH, a company organized under the laws of Germany (the Germany Silicone Borrower), MOMENTIVE PERFORMANCE MATERIALS QUARTZ GMBH, a company organized under the laws of Germany (the Germany Quartz Borrower), MOMENTIVE PERFORMANCE MATERIALS NOVA SCOTIA ULC, an unlimited company incorporated under the laws of the Province of Nova Scotia, Canada (the Canadian Borrower; the Canadian Borrower, the Germany Silicone Borrower, the Germany Quartz Borrower and the U.S. Borrower each a Borrower and collectively the Borrowers), the LENDERS party hereto from time to time, JPMORGAN CHASE BANK, N.A., as administrative agent and coll

Momentive Specialty Chemicals – ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of March 28, 2013, Among MOMENTIVE SPECIALTY CHEMICALS HOLDINGS LLC, as Holdings MOMENTIVE SPECIALTY CHEMICALS INC., as U.S. Borrower, MOMENTIVE SPECIALTY CHEMICALS CANADA INC., as Canadian Borrower, MOMENTIVE SPECIALTY CHEMICALS B.V., as Dutch Borrower, MOMENTIVE SPECIALTY CHEMICALS UK LIMITED and BORDEN CHEMICAL UK LIMITED, as U.K. Borrowers, THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent, Collateral Agent, Swingline Lender and Initial Issuing Bank, JPMORGAN CHASE BANK, N.A., CITIGROUP GLOBAL MARKETS INC., DEUTSCHE (April 3rd, 2013)

This ASSET-BASED REVOLVING CREDIT AGREEMENT, dated as of March 28, 2013 (as amended, supplemented, restated or otherwise modified from time to time, this Agreement), among MOMENTIVE SPECIALTY CHEMICALS HOLDINGS LLC, a Delaware limited liability company (Holdings), MOMENTIVE SPECIALTY CHEMICALS INC., a New Jersey corporation (the U.S. Borrower), MOMENTIVE SPECIALTY CHEMICALS CANADA INC., a Canadian corporation (the Canadian Borrower), MOMENTIVE SPECIALTY CHEMICALS B.V., a besloten vennootschap met beperkte aansprakelijkheid under the laws of The Netherlands having its statutory seat in Rotterdam, the Netherlands and registered with the Dutch Trade Register under number 24294676 (the Dutch Borrower), MOMENTIVE SPECIALTY CHEMICALS UK LIMITED, a company incorporated under the laws of England and Wales, and BORDEN CHEMICAL UK LIMITED, a company incorporated under the laws of England and Wales (together, the U.K. Borrowers and, together with the U.S. Borrower, the Canadian Borrower and the D