Second Lien Credit And Guaranty Agreement Sample Contracts

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Alion Science & Technology Corp – SECOND LIEN CREDIT AND GUARANTY AGREEMENT Dated as of August 18, 2014 Among ALION SCIENCE AND TECHNOLOGY CORPORATION, CERTAIN SUBSIDIARIES OF ALION SCIENCE AND TECHNOLOGY CORPORATION, as Guarantors, VARIOUS LENDERS, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent, (August 22nd, 2014)

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of August 18, 2014 is entered into by and among ALION SCIENCE AND TECHNOLOGY CORPORATION, a Delaware corporation (Borrower), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent (together with its permitted successors in such capacity, Administrative Agent).

American Casino & Entertainment Properties LLC – Second Lien Credit and Guaranty Agreement (July 8th, 2013)

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of July 3, 2013, is entered into by and among AMERICAN CASINO & ENTERTAINMENT PROPERTIES LLC, a Delaware limited liability company ("Borrower"), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS LENDING PARTNERS LLC ("Goldman Sachs") and DEUTSCHE BANK SECURITIES INC. ("DBSI"), as Co-Syndication Agents (in such capacity, "Syndication Agents"), DEUTSCHE BANK AG NEW YORK BRANCH ("DBNY"), as Administrative Agent (together with its permitted successors in such capacity, "Administrative Agent"), as Collateral Agent (together with its permitted successor in such capacity, "Collateral Agent") and as Documentation Agent (in such capacity, "Documentation Agent"), and Goldman Sachs and DBSI, as Joint Lead Arrangers (in such capacity, "Arrangers") and Joint Bookrunners.

Boise Inc – SECOND LIEN CREDIT AND GUARANTY AGREEMENT Dated as of February 22, 2008 Among ALDABRA SUB LLC (To Be Merged With and Into BOISE PAPER HOLDINGS, L.L.C.), ALDABRA HOLDING SUB LLC, CERTAIN SUBSIDIARIES OF ALDABRA SUB LLC, as Guarantors, VARIOUS LENDERS, LEHMAN COMMERCIAL PAPER INC., as Administrative Agent and Collateral Agent, GOLDMAN SACHS CREDIT PARTNERS L.P., as Joint Lead Arranger, Joint Bookrunner and Syndication Agent and LEHMAN BROTHERS INC., as Joint Lead Arranger, Joint Bookrunner and Documentation Agent $260,700,000 Senior Secured Second Priority Credit Facility (March 2nd, 2011)

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of February 22, 2008, is entered into by and among ALDABRA SUB LLC, a Delaware limited liability company (Aldabra and, prior to the BPH Merger (as defined below), the Borrower), to be merged with and into BOISE PAPER HOLDINGS, L.L.C., a Delaware limited liability company (BPH and, after the BPH Merger, the Borrower), ALDABRA HOLDING SUB LLC, a Delaware limited liability company (Holdings), CERTAIN SUBSIDIARIES OF ALDABRA, as Guarantors, the Lenders party hereto from time to time, LEHMAN COMMERCIAL PAPER INC. (LCPI), as Administrative Agent (together with its permitted successors in such capacity, Administrative Agent) and Collateral Agent (together with its permitted successors in such capacity, Collateral Agent), GOLDMAN SACHS CREDIT PARTNERS L.P. (GSCP), as Syndication Agent (together with its permitted successors in such capacity, Syndication Agent), and LEHMAN BROTHERS INC. (Lehman Brothers), as Documentation Agent (together

Boise Inc – First Amendment to Second Lien Credit and Guaranty Agreement (March 2nd, 2011)

THIS FIRST AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT (this Amendment) is dated as of October 13, 2009 and is entered into by and among BOISE PAPER HOLDINGS, L.L.C., a Delaware limited liability company (Borrower), LEHMAN COMMERCIAL PAPER INC. (LCPI), as Administrative Agent (Administrative Agent) and as Collateral Agent (Collateral Agent), BARCLAYS BANK PLC (Barclays), the GUARANTORS listed on the signature pages hereto, and J.P. MORGAN SECURITIES INC. (Arranger), and is made with reference to that certain SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 22, 2008 (as amended through the date hereof, the Credit Agreement), by and among Borrower, Guarantors, the Lenders from time to time party thereto, Administrative Agent, Collateral Agent, GOLDMAN SACHS CREDIT PARTNERS L.P., as Syndication Agent, and LEHMAN BROTHERS INC., as Documentation Agent. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Credit Agr

SECOND LIEN CREDIT AND GUARANTY AGREEMENT Dated as of February 28, 2007 Among AZ CHEM US INC., as Borrower, AZ CHEM US HOLDINGS INC. And CERTAIN SUBSIDIARIES OF AZ CHEM US HOLDINGS INC., as Guarantors, VARIOUS LENDERS, GOLDMAN SACHS CREDIT PARTNERS L.P., as Lead Arranger,Bookrunner and Syndication Agent, and CAPITALSOURCE FINANCE LLC, as Administrative Agent and Collateral Agent $125,000,000 Second Lien Senior Secured Credit Facility (June 7th, 2010)

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of February 28, 2007, is entered into by and among AZ CHEM US INC., a Delaware corporation ( Borrower), AZ CHEM US HOLDINGS INC., a Delaware corporation (U.S. Holdings), CERTAIN SUBSIDIARIES OF U.S. HOLDINGS, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P. (GSCP), as Syndication Agent (in such capacity, Syndication Agent), and CAPITALSOURCE FINANCE LLC (CapitalSource), as Administrative Agent (together with its permitted successors in such capacity, Administrative Agent) and as Collateral Agent (together with its permitted successors in such capacity, Collateral Agent).

First Amendment to Second Lien Credit and Guaranty Agreement (June 7th, 2010)

THIS FIRST AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT (this Amendment) is dated as of July 24, 2008 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the Borrower), CAPITALSOURCE FINANCE LLC, as Administrative Agent (Administrative Agent), acting with the consent of the Requisite Lenders, GOLDMAN SACHS CREDIT PARTNERS L.P. (GSCP), as Syndication Agent (together with its permitted successors and assigns in such capacity, Syndication Agent), for purposes of Section IV hereof, and the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the Credit Agreement; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrower, AZ CHEM US HOLDINGS INC., a Delaware corporation, the subsidiaries of U.S. Holdings named therein, the L

Second Amendment to Second Lien Credit and Guaranty Agreement (June 7th, 2010)

THIS SECOND AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT (this Second Amendment) is dated as of May 28, 2010 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the Borrower), CAPITALSOURCE FINANCE LLC, as Administrative Agent (Administrative Agent), acting with the consent of the Requisite Lenders, GOLDMAN SACHS CREDIT PARTNERS L.P. (GSCP), as Syndication Agent (together with its permitted successors and assigns in such capacity, Syndication Agent) and, for purposes of Section V hereof, the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the Credit Agreement; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrower, AZ CHEM US HOLDINGS INC., a Delaware corporation, the subsidiaries of U.S. Holdings named therein,

Consent and Amendment No. 3 to Second Lien Credit and Guaranty Agreement (May 13th, 2010)

CONSENT AND AMENDMENT NO. 3 TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of March 5, 2010 (this Agreement), among X-RITE, INCORPORATED, a Michigan corporation, and successor by merger to OTP, Incorporated, X-Rite Ma, Incorporated, Monaco Acquisition Company, Holovision Acquisition Company and Pantone India, Inc. (the Borrower), certain Subsidiaries of Borrower listed on the signature pages hereof under the heading Other Credit Parties, as Guarantors, (such Subsidiaries, together with the Borrower are referred to herein each individually as a Credit Party and collectively as the Credit Parties), THE BANK OF NEW YORK MELLON (f/k/a The Bank of New York), as administrative agent (in such capacity, the Administrative Agent) and collateral agent (in such capacity, the Collateral Agent) for certain financial institutions from time to time party thereto (each a Lender and collectively the Lenders), and the LENDERS signatory hereto.

First Amendment to Second Lien Credit and Guaranty Agreement (April 12th, 2010)

THIS FIRST AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT (this Amendment) is dated as of July 24, 2008 and is entered into by and among AZ CHEM US INC., a Delaware corporation (the Borrower), CAPITALSOURCE FINANCE LLC, as Administrative Agent (Administrative Agent), acting with the consent of the Requisite Lenders, GOLDMAN SACHS CREDIT PARTNERS L.P. (GSCP), as Syndication Agent (together with its permitted successors and assigns in such capacity, Syndication Agent), for purposes of Section IV hereof, and the GUARANTORS listed on the signature pages hereto, and is made with reference to that certain SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 28, 2007 (as amended through the date hereof, the Credit Agreement; as it may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms) by and among the Borrower, AZ CHEM US HOLDINGS INC., a Delaware corporation, the subsidiaries of U.S. Holdings named therein, the L

SECOND LIEN CREDIT AND GUARANTY AGREEMENT Dated as of February 28, 2007 Among AZ CHEM US INC., as Borrower, AZ CHEM US HOLDINGS INC. And CERTAIN SUBSIDIARIES OF AZ CHEM US HOLDINGS INC., as Guarantors, VARIOUS LENDERS, GOLDMAN SACHS CREDIT PARTNERS L.P., as Lead Arranger,Bookrunner and Syndication Agent, and CAPITALSOURCE FINANCE LLC, as Administrative Agent and Collateral Agent $125,000,000 Second Lien Senior Secured Credit Facility (April 12th, 2010)

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of February 28, 2007, is entered into by and among AZ CHEM US INC., a Delaware corporation ( Borrower), AZ CHEM US HOLDINGS INC., a Delaware corporation (U.S. Holdings), CERTAIN SUBSIDIARIES OF U.S. HOLDINGS, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P. (GSCP), as Syndication Agent (in such capacity, Syndication Agent), and CAPITALSOURCE FINANCE LLC (CapitalSource), as Administrative Agent (together with its permitted successors in such capacity, Administrative Agent) and as Collateral Agent (together with its permitted successors in such capacity, Collateral Agent).

Boise Inc – First Amendment to Second Lien Credit and Guaranty Agreement (October 28th, 2009)

THIS FIRST AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT (this Amendment) is dated as of October 13, 2009 and is entered into by and among BOISE PAPER HOLDINGS, L.L.C., a Delaware limited liability company (Borrower), LEHMAN COMMERCIAL PAPER INC. (LCPI), as Administrative Agent (Administrative Agent) and as Collateral Agent (Collateral Agent), BARCLAYS BANK PLC (Barclays), the GUARANTORS listed on the signature pages hereto, and J.P. MORGAN SECURITIES INC. (Arranger), and is made with reference to that certain SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of February 22, 2008 (as amended through the date hereof, the Credit Agreement), by and among Borrower, Guarantors, the Lenders from time to time party thereto, Administrative Agent, Collateral Agent, GOLDMAN SACHS CREDIT PARTNERS L.P., as Syndication Agent, and LEHMAN BROTHERS INC., as Documentation Agent. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Credit Agr

Consent, Limited Waiver and Amendment No. 2 to Second Lien Credit and Guaranty Agreement and Amendment No. 1 to Pledge and Security Agreement (Second Lien) (August 20th, 2009)

CONSENT, LIMITED WAIVER AND AMENDMENT NO. 2 TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT AND AMENDMENT NO. 1 TO PLEDGE AND SECURITY AGREEMENT (SECOND LIEN), dated as of August 18, 2009 (this Agreement), among X-RITE, INCORPORATED, a Michigan corporation, and successor by merger to OTP, Incorporated, X-Rite Ma, Incorporated, Monaco Acquisition Company, Holovision Acquisition Company and Pantone India, Inc. (Borrower), certain Subsidiaries of Borrower listed on the signature pages hereof under the heading Other Credit Parties, as Guarantors, (such Subsidiaries, together with Borrower, are referred to herein each individually as a Credit Party and collectively as the Credit Parties), THE BANK OF NEW YORK MELLON (f/k/a The Bank of New York), as administrative agent (in such capacity, together with its permitted successors in such capacity, Administrative Agent) and as collateral agent (in such capacity, together with its permitted successors in such capacity, Collateral Agent), in each cas

Consent, Limited Waiver and Amendment No. 2 to Second Lien Credit and Guaranty Agreement and Amendment No. 1 to Pledge and Security Agreement (Second Lien) (August 20th, 2009)

CONSENT, LIMITED WAIVER AND AMENDMENT NO. 2 TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT AND AMENDMENT NO. 1 TO PLEDGE AND SECURITY AGREEMENT (SECOND LIEN), dated as of August 18, 2009 (this Agreement), among X-RITE, INCORPORATED, a Michigan corporation, and successor by merger to OTP, Incorporated, X-Rite Ma, Incorporated, Monaco Acquisition Company, Holovision Acquisition Company and Pantone India, Inc. (Borrower), certain Subsidiaries of Borrower listed on the signature pages hereof under the heading Other Credit Parties, as Guarantors, (such Subsidiaries, together with Borrower, are referred to herein each individually as a Credit Party and collectively as the Credit Parties), THE BANK OF NEW YORK MELLON (f/k/a The Bank of New York), as administrative agent (in such capacity, together with its permitted successors in such capacity, Administrative Agent) and as collateral agent (in such capacity, together with its permitted successors in such capacity, Collateral Agent), in each cas

Forbearance Agreement and Consent, Waiver and Amendment No. 1 to Second Lien Credit and Guaranty Agreement (August 25th, 2008)

FORBEARANCE AGREEMENT AND CONSENT, WAIVER AND AMENDMENT NO. 1 TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of August 20, 2008 (this Agreement), among X-RITE, INCORPORATED, a Michigan corporation (Borrower), certain Subsidiaries of Borrower listed on the signature pages hereof under the heading Other Credit Parties, as Guarantors, (such Subsidiaries, together with Borrower, are referred to herein each individually as a Credit Party and collectively as the Credit Parties), GOLDENTREE CAPITAL SOLUTIONS FUND FINANCING, as sole lead arranger and sole bookrunner (in such capacities, Lead Arranger), and THE BANK OF NEW YORK MELLON (f/k/a as The Bank of New York), as administrative agent (in such capacity, together with its permitted successors in such capacity, Administrative Agent) and as collateral agent (in such capacity, together with its permitted successors in such capacity, Collateral Agent), in each case for certain financial institutions from time to time party thereto (eac

Forbearance Agreement and Consent, Waiver and Amendment No. 1 to Second Lien Credit and Guaranty Agreement (August 25th, 2008)

FORBEARANCE AGREEMENT AND CONSENT, WAIVER AND AMENDMENT NO. 1 TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of August 20, 2008 (this Agreement), among X-RITE, INCORPORATED, a Michigan corporation (Borrower), certain Subsidiaries of Borrower listed on the signature pages hereof under the heading Other Credit Parties, as Guarantors, (such Subsidiaries, together with Borrower, are referred to herein each individually as a Credit Party and collectively as the Credit Parties), GOLDENTREE CAPITAL SOLUTIONS FUND FINANCING, as sole lead arranger and sole bookrunner (in such capacities, Lead Arranger), and THE BANK OF NEW YORK MELLON (f/k/a as The Bank of New York), as administrative agent (in such capacity, together with its permitted successors in such capacity, Administrative Agent) and as collateral agent (in such capacity, together with its permitted successors in such capacity, Collateral Agent), in each case for certain financial institutions from time to time party thereto (eac

US Power Generating CO – $350,000,000 SECOND LIEN CREDIT AND GUARANTY AGREEMENT Dated as of December 21, 2006 Among BOSTON GENERATING, LLC as Borrower and THE GUARANTORS as Guarantors and THE INITIAL LENDERS NAMED HEREIN as Initial Lenders and CREDIT SUISSE as Second Lien Collateral Agent and CREDIT SUISSE as Administrative Agent and CREDIT SUISSE SECURITIES (USA) LLC AND GOLDMAN SACHS CREDIT PARTNERS L.P. As Co-Syndication Agents and as Co-Documentation Agents and CREDIT SUISSE SECURITIES (USA) LLC AND GOLDMAN SACHS CREDIT PARTNERS L.P. As Joint Lead Arrangers and as Joint Book Running Managers (August 12th, 2008)

BOSTON GENERATING, LLC SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of December 21, 2006 among BOSTON GENERATING, LLC, a Delaware limited liability company (the Borrower), the Guarantors (as hereinafter defined), the Lenders (as hereinafter defined), CREDIT SUISSE, CAYMAN ISLANDS BRANCH (CS), as second lien collateral agent (together with any successor collateral agent appointed pursuant to Section 7 of the Intercreditor Agreement, the Second Lien Collateral Agent) for the Second Lien Secured Parties (as hereinafter defined), and CREDIT SUISSE SECURITIES (USA) LLC and GOLDMAN SACHS CREDIT PARTNERS L.P., as co-syndication agents (together with any successor co-syndication agents, the Co-Syndication Agents), CREDIT SUISSE SECURITIES (USA) LLC and GOLDMAN SACHS CREDIT PARTNERS L.P., as co-documentation agents (together with any successor co-documentation agents, the Co-Documentation Agents), CREDIT SUISSE SECURITIES (USA) LLC and GOLDMAN SACHS CREDIT PARTNERS L.P., as joint lead arr

Dura Automotive Sys -Cl B – SECOND LIEN CREDIT AND GUARANTY AGREEMENT Dated as of June 27, 2008 Among DURA OPERATING CORP. As Borrower, DURA AUTOMOTIVE SYSTEMS, INC. (F/K/A NEW DURA, INC.) as Parent, CERTAIN SUBSIDIARIES OF DURA AUTOMOTIVE SYSTEMS, INC. AND DURA OPERATING CORP. As Guarantors, VARIOUS LENDERS, and WILMINGTON TRUST COMPANY as Administrative Agent and Collateral Agent, $83,750,000 Initial Principal Amount Second Lien Senior Secured Term Credit Facility (June 27th, 2008)

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of June 27, 2008, is entered into by and among DURA OPERATING CORP., a Delaware corporation (Company), DURA AUTOMOTIVE SYSTEMS, INC. (F/K/A NEW DURA, INC.), a Delaware corporation (Parent), certain SUBSIDIARIES OF PARENT AND COMPANY, as Guarantors, the Lenders party hereto from time to time and WILMINGTON TRUST COMPANY (Wilmington Trust), as Administrative Agent (together with its permitted successors and assigns in such capacity, Administrative Agent), and as Collateral Agent (together with its permitted successor and assigns in such capacity, Collateral Agent).

AMENDED AND RESTATED SECOND LIEN CREDIT AND GUARANTY AGREEMENT Dated as of May 20, 2008 Among MOVIE GALLERY, INC., CERTAIN SUBSIDIARIES OF MOVIE GALLERY, INC. As Guarantors, VARIOUS LENDERS, and WELLS FARGO BANK, N.A. As Administrative Agent and Collateral Agent $117,141,030 Senior Secured Second Priority Credit Facilities (May 28th, 2008)

This AMENDED AND RESTATED SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of May 20, 2008, is entered into by and among MOVIE GALLERY, INC., a Delaware corporation (Borrower), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time, and WELLS FARGO BANK, N.A. (Wells Fargo), as Administrative Agent (together with its permitted successors in such capacity, Administrative Agent) and as Collateral Agent (together with its permitted successors in such capacity, Collateral Agent).

Paramount Acquisition – First Amendment to Second Lien Credit and Guaranty Agreement (April 4th, 2008)

THIS FIRST AMENDMENT (this "Amendment") TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT (as it may be amended, supplemented, restated or otherwise modified from time to time in accordance with its terms, the "Credit Agreement") is dated as of March 28, 2008 and is entered into by and among CHEM RX CORPORATION, a Delaware corporation (the "Borrower''), the Subsidiaries of the Borrowerlisted on the signature pages hereto (the "Guarantors"), CANADIAN IMPERIAL BANK OF COMMERCE, NEW YORK AGENCY ("CIBC"), as Collateral Agent ("Collateral Agent"), CIBC, as Administrative Agent ("Administrative Agent"), the Lenders from time to time party thereto, and CIBC WORLD MARKETS CORP., as Sole Lead Arranger and Sole Book Runner. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Credit Agreement

SECOND LIEN CREDIT AND GUARANTY AGREEMENT Dated as of October 24, 2007 Among X-Rite, INCORPORATED, as Borrower, CERTAIN SUBSIDIARIES OF X-Rite, INCORPORATED, as Guarantors, VARIOUS LENDERS, GOLDENTREE CAPITAL SOLUTIONS FUND FINANCING, as Lead Arranger, and THE BANK OF NEW YORK, as Administrative Agent and Collateral Agent $105,000,000 Senior Secured Second Priority Credit Facility (March 13th, 2008)

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of October 24, 2007, is entered into by and among X-RITE, INCORPORATED, a Michigan corporation (Borrower), CERTAIN SUBSIDIARIES OF COMPANY, as Guarantors, the Lenders party hereto from time to time, GOLDENTREE CAPITAL SOLUTIONS FUND FINANCING (GoldenTree), as sole lead arranger and sole bookrunner (in such capacities, Lead Arranger), and THE BANK OF NEW YORK (BNY), as Administrative Agent (in such capacity, together with its permitted successors in such capacity, Administrative Agent) and as Collateral Agent (in such capacity, together with its permitted successors in such capacity, Collateral Agent).

Boise Inc – SECOND LIEN CREDIT AND GUARANTY AGREEMENT Dated as of February 22, 2008 Among ALDABRA SUB LLC (To Be Merged With and Into BOISE PAPER HOLDINGS, L.L.C.), ALDABRA HOLDING SUB LLC, CERTAIN SUBSIDIARIES OF ALDABRA SUB LLC, as Guarantors, VARIOUS LENDERS, LEHMAN COMMERCIAL PAPER INC., as Administrative Agent and Collateral Agent, GOLDMAN SACHS CREDIT PARTNERS L.P., as Joint Lead Arranger, Joint Bookrunner and Syndication Agent (February 28th, 2008)

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of February 22, 2008, is entered into by and among ALDABRA SUB LLC, a Delaware limited liability company (Aldabra and, prior to the BPH Merger (as defined below), the Borrower), to be merged with and into BOISE PAPER HOLDINGS, L.L.C., a Delaware limited liability company (BPH and, after the BPH Merger, the Borrower), ALDABRA HOLDING SUB LLC, a Delaware limited liability company (Holdings), CERTAIN SUBSIDIARIES OF ALDABRA, as Guarantors, the Lenders party hereto from time to time, LEHMAN COMMERCIAL PAPER INC. (LCPI), as Administrative Agent (together with its permitted successors in such capacity, Administrative Agent) and Collateral Agent (together with its permitted successors in such capacity, Collateral Agent), GOLDMAN SACHS CREDIT PARTNERS L.P. (GSCP), as Syndication Agent (together with its permitted successors in such capacity, Syndication Agent), and LEHMAN BROTHERS INC. (Lehman Brothers), as Documentation Agent (together

Paramount Acquisition – EXHIBIT G TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT SECOND LIEN PLEDGE AND SECURITY AGREEMENT Dated as of October 26, 2007 Among CHEM RX CORPORATION, EACH OF THE OTHER GRANTORS PARTY HERETO and CANADIAN IMPERIAL BANK OF COMMERCE, NEW YORK AGENCY, as the Collateral Agent (November 1st, 2007)

This SECOND LIEN PLEDGE AND SECURITY AGREEMENT, dated as of October 26, 2007 (this Agreement), between EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (each, a Grantor), and Canadian Imperial Bank of Commerce, New York Agency, as Collateral Agent for the Secured Parties (as herein defined) (in such capacity as Collateral Agent, the Collateral Agent).

Paramount Acquisition – Second Lien Credit and Guaranty Agreement Dated as of October 26, 2007 Among Chem Rx Corporation, Certain Subsidiaries of Chem Rx Corporation, as Guarantors, Various Lenders, Cibc World Markets Corp., as Sole Lead Arranger and Sole Book Runner, and Canadian Imperial Bank of Commerce, New York Agency as Administrative Agent and Collateral Agent $37,000,000 Second Lien Senior Secured Credit Facilities (November 1st, 2007)

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of October 26, 2007, is entered into by and among CHEM RX CORPORATION (formerly Paramount Acquisition Corp.), a Delaware corporation (Borrower), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time, CIBC WORLD MARKETS CORP. (CIBC WM), as Sole Lead Arranger and Sole Book Runner (in such respective capacities, Lead Arranger and Book Runner), and CANADIAN IMPERIAL BANK OF COMMERCE, New York Agency (CIBC), as Administrative Agent and Collateral Agent (in such respective capacities, Administrative Agent and Collateral Agent).

SECOND LIEN CREDIT AND GUARANTY AGREEMENT Dated as of March 8, 2007 Among MOVIE GALLERY, INC., CERTAIN SUBSIDIARIES OF MOVIE GALLERY, INC. As Guarantors, VARIOUS LENDERS, GOLDMAN SACHS CREDIT PARTNERS L.P., as Lead Arranger and Syndication Agent, and CAPITALSOURCE FINANCE LLC, as Administrative Agent and Collateral Agent $175,000,000 Senior Secured Second Priority Credit Facilities (March 14th, 2007)

This SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of March 8, 2007, is entered into by and among MOVIE GALLERY, INC., a Delaware corporation (Borrower), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P. (GSCP), as Syndication Agent (in such capacity, Syndication Agent), and CAPITALSOURCE FINANCE LLC (CapitalSource), as Administrative Agent (together with its permitted successors in such capacity, Administrative Agent) and as Collateral Agent (together with its permitted successors in such capacity, Collateral Agent).

AMENDED AND RESTATED SECOND LIEN CREDIT AND GUARANTY AGREEMENT Dated as of June 30, 2006 Among X-Rite, INCORPORATED, as Borrower CERTAIN SUBSIDIARIES OF X-Rite, INCORPORATED, as Guarantors, VARIOUS LENDERS, GOLDMAN SACHS CREDIT PARTNERS L.P., as Lead Arranger, Bookrunner and Syndication Agent and GOLDMAN SACHS CREDIT PARTNERS L.P., as Administrative Agent and Collateral Agent (August 10th, 2006)

This AMENDED AND RESTATED SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of June 30, 2006, is entered into by and among X-RITE, INCORPORATED, a Michigan corporation (Borrower or Company), CERTAIN SUBSIDIARIES OF COMPANY, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS CREDIT PARTNERS L.P. (GSCP), as Lead Arranger, as Bookrunner and as Syndication Agent (in such capacities, Syndication Agent), and GSCP, as Administrative Agent (in such capacity, together with its permitted successors in such capacity, Administrative Agent) and as Collateral Agent (in such capacity, together with its permitted successor in such capacity, Collateral Agent).

Second Amendment to Second Lien Credit and Guaranty Agreement (August 9th, 2006)

THIS SECOND AMENDMENT TO SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of July __, 2006 (the Amendment) is entered into among GENTEK HOLDING, LLC, a Delaware limited liability company (the Borrower), GENTEK INC., a Delaware corporation (Holdings), certain Subsidiaries of the Borrower, as Guarantors, the Lenders party hereto, Goldman Sachs Credit Partners L.P. (GSCP), as Administrative Agent and Collateral Agent and Bank of America, N.A. (BOFA), as Documentation Agent. All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).

Danielson Holding Corporation – Amendment to Second Lien Credit and Guaranty Agreement (May 31st, 2006)

This AMENDMENT, dated as of May 26, 2006 (this First Amendment) is entered into by and among COVANTA ENERGY CORPORATION, a Delaware corporation (the Company), COVANTA HOLDING CORPORATION (formerly known as Danielson Holding Corporation), a Delaware corporation (Holdings), and the parties signatory hereto.