Common use of Indenture and Guarantees Clause in Contracts

Indenture and Guarantees. The Company issued the Notes under an Indenture, dated as of March 15, 2010 (the “Indenture”), among the Company, the Guarantors and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. The Notes are senior subordinated unsecured obligations of the Company. This Note is one of the series of the Notes that are referred to in the Indenture issued in an aggregate original principal amount of $625,000,000. The Notes include the Notes issued on the Closing Date and any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability of the Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteed, on a senior subordinated unsecured basis, by all existing and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms of the Indenture.

Indenture and Guarantees. The Company Issuers issued the Notes Securities under an Indenture, dated as of March 15February 2, 2010 1998 (the “"Indenture”"), by and among the CompanyIssuers, the Guarantors ▇▇▇▇▇▇ Packaging Holdings Company and the Trustee. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. This Security is one of a duly authorized issue of Securities of the Issuers designated as their 8 3/4% Senior Subordinated Notes due 2008, Series B, under the Indenture. The aggregate principal amount of Securities which may be issued under the Indenture is limited (except as provided in the Indenture) to $325,000,000. The terms of the Notes Securities include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. §§ ▇▇.▇▇. 77aaa-77bbbb) (the "TIA"), as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto except as otherwise indicated in the Indenture) until such time as the Indenture is qualified under the TIA, and thereafter as in effect on the date on which the Indenture is qualified under the TIA. The Notes Notwithstanding anything to the contrary herein, the Securities are subject to all terms and provisions of the Indenturesuch terms, and Holders (as defined in the Indenture) holders of Securities are referred to the Indenture and the TIA for a statement of such terms and provisionsthem. The Notes Securities are senior subordinated unsecured obligations of the CompanyIssuers. This Note is one The Securities are subordinated in right of payment to all Senior Indebtedness of the series Issuers to the extent and in the manner provided in the Indenture. Each Holder of a Security, by accepting a Security, agrees to such subordination, authorizes the Notes that are referred Trustee to give effect to such subordination and appoints the Trustee as attorney-in-fact for such purpose. Nothing contained in the Indenture issued or in an aggregate original principal amount of $625,000,000any Securities or Holdings Guarantee shall require Holdings to preserve its existence, and Holdings may be dissolved at any time (whether in connection with a Holdings IPO Reorganization or otherwise). The Notes include the Notes issued on the Closing Date and Securities will rank pari passu in right of payment with any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability future senior subordinated indebtedness of the Company Issuers and its Restricted Subsidiaries to, among will rank senior in right of payment to any other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability subordinated obligations of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteed, on a senior subordinated unsecured basis, by all existing and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms of the IndentureIssuers.

Indenture and Guarantees. The Company issued the Notes under an Indenture, dated as of March 155, 2010 2003 (the “"Indenture”"), by and among the Company, the Guarantors and the Trustee. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. This Note is one of a duly authorized issue of Notes of the Company designated as its 10% Convertible Subordinated Notes due 2007, limited (except as otherwise provided in the Indenture) in aggregate principal amount to $50,000,000, which may be issued under the Indenture. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ Sections 77aaa-77bbbb) (the "TIA"), as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto except as otherwisE indicated in the Indenture) until such time as the Indenture is qualified under the TIA, and thereafter as in effect on the date on which the Indenture is qualified under the TIA. The Notwithstanding anything to the contrary herein, the Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders (as defined in the Indenture) holders of Notes are referred to the Indenture and the TIA for a statement of such terms and provisionsthem. The Notes are senior subordinated general unsecured obligations of the Company. This Note is one of the series of the Notes that are referred to in the Indenture issued in an aggregate original principal amount of $625,000,000. The Notes include the Notes issued on the Closing Date and any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability of the Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteedsubordinated in right of payment to all Senior Indebtedness of the Company to the extent and in the manner provided in the Indenture. Each Holder of a Note, by accepting a Note, agrees to such subordination, authorizes the Trustee to give effect to such subordination and appoints the Trustee as attorney-in-fact for such purpose. Payment on the Notes is guaranteed (each, a "Guarantee"), on a senior subordinated unsecured junior basis, jointly and severally, by all each Domestic Restricted Subsidiary of the Company existing on the Issue Date (each, a "Guarantor") pursuant to Article Eleven and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms Article Twelve of the Indenture. In addition, in certain circumstances subject to certain exceptions, the Indenture requires the Company to cause each Domestic Restricted Subsidiary formed, created or acquired after the Issue Date to become a party to the Indenture as a Guarantor and guarantee payment on the Notes pursuant to Article Eleven and Article Twelve of the Indenture. In certain circumstances, the Guarantees may be released.

Indenture and Guarantees. The Company Issuer issued the Notes this Note under an indenture, dated as of October 15, 2015 (the “Base Indenture”), among ▇▇▇▇▇’▇ Roadhouse, Inc., LRI Holdings, Inc., the Subsidiary Guarantors from time to time party thereto, the Trustee and the Collateral Agent, as supplemented by a [ ] Supplemental Indenture, dated as of March 15[ ] (the “[ ] Supplemental Indenture” and, 2010 (together with the Base Indenture, the “Indenture”), among the Company▇▇▇▇▇’▇ Roadhouse, Inc., LRI Holdings, Inc., the Subsidiary Guarantors from time to time party thereto, the Trustee and the TrusteeCollateral Agent. This Note is one of a duly authorized issue of Notes of the Issuer designated as its [ ] Senior Secured Notes due [ ]. The Issuer shall be entitled to issue Additional Notes from time to time in one or more series under the Indenture. The [ ] Notes include (i) $[ ] principal amount of the Initial Notes, (ii) if and when issued in accordance with the Indenture, Additional Notes [and (iii) if and when issued, the Exchange Notes that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in a Registration Rights Agreement]. The Initial Notes, the Additional Notes[ and the Exchange Notes] shall be considered collectively as a single class for all purposes of the Indenture and the Collateral Documents The terms of the [ ] Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) 1939, as in effect on the date of the Indenture amended (the “TIATrust Indenture Act”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto in the Indenture. The [ ] Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA Trust Indenture Act for a statement of such terms and provisionsterms. The Notes are senior subordinated unsecured obligations To the extent any provision of this Note conflicts with the express provisions of the CompanyIndenture, the provisions of the Indenture shall govern and be controlling. This Note is one of guaranteed by the series of the Notes that are referred to Guarantors as set forth in the Indenture issued in an aggregate original principal amount of $625,000,000. The Notes include the Notes issued on the Closing Date and any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability of the Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteed, on a senior subordinated unsecured basis, by all existing and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms of the Indenture.

Indenture and Guarantees. The Company issued the Notes under an Indenture, dated as of March 155, 2010 2003 (the “"Indenture”"), by and among the Company, the Guarantors and the Trustee. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. This Note is one of a duly authorized issue of Notes of the Company designated as its 10% Convertible Subordinated Notes due 2007, limited (except as otherwise provided in the Indenture) in aggregate principal amount to $60,000,000, which may be issued under the Indenture. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ ss.ss. 77aaa-77bbbb) (the "TIA"), as in effect on the da▇▇ ▇▇ the Indenture (except as otherwise indicated in the Indenture) until such time as the Indenture is qualified under the TIA, and thereafter as in effect on the date of on which the Indenture (is qualified under the “TIA”). Terms defined in Notwithstanding anything to the Indenture and used but not defined herein have contrary herein, the meanings ascribed thereto in the Indenture. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders (as defined in the Indenture) holders of Notes are referred to the Indenture and the TIA for a statement of such terms and provisionsthem. The Notes are senior subordinated general unsecured obligations of the Company. This Note is one of the series of the Notes that are referred to in the Indenture issued in an aggregate original principal amount of $625,000,000. The Notes include the Notes issued on the Closing Date and any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability of the Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteedsubordinated in right of payment to all Senior Indebtedness of the Company to the extent and in the manner provided in the Indenture. Each Holder of a Note, by accepting a Note, agrees to such subordination, authorizes the Trustee to give effect to such subordination and appoints the Trustee as attorney-in-fact for such purpose. Payment on the Notes is guaranteed (each, a "Guarantee"), on a senior subordinated unsecured junior basis, jointly and severally, by all each Domestic Restricted Subsidiary of the Company existing on the Issue Date (each, a "Guarantor") pursuant to Article Eleven and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms Article Twelve of the Indenture. In addition, in certain circumstances subject to certain exceptions, the Indenture requires the Company to cause each Domestic Restricted Subsidiary formed, created or acquired after the Issue Date to become a party to the Indenture as a Guarantor and guarantee payment on the Notes pursuant to Article Eleven and Article Twelve of the Indenture. In certain circumstances, the Guarantees may be released.

Indenture and Guarantees. The Company issued the Notes under an Indenture, dated as of March 15October 13, 2010 (the “Indenture”), among the Company, the Guarantors and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. The Notes are senior subordinated unsecured obligations of the Company. This Note is one of the series of the Notes that are referred to in the Indenture issued in an aggregate original principal amount of $625,000,000500,000,000. The Notes include the Notes issued on the Closing Date and any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability of the Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteed, on a senior subordinated unsecured basis, by all existing and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms of the Indenture.

Indenture and Guarantees. The Company issued the Notes under an Indenture, dated as of March 15June 20, 2010 2002 (the “"Indenture”"), by and among the Company, the Guarantors and the Trustee. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. Notes in an aggregate principal amount of $200,000,000 were issued on June 20, 2002 (such Notes, the "Initial Notes"). This Note is one of a duly authorized issue of Notes of the Company designated as its 9 1/4% Senior Subordinated Notes due 2010, Series B (the "Exchange Notes"). Exchange Notes in an aggregate principal amount of $[__] are being issued on the date hereof in exchange for Initial Notes pursuant to the Registration Rights Agreement. Additional Notes may be issued subject to Section 4.04 of the Indenture. The Notes include the Initial Notes, the Private Exchange Notes (as defined in the Indenture), the Exchange Notes, other Unrestricted Notes (as defined in the Indenture) and any Additional Notes (as defined in the Indenture). The Notes are treated as a single class of securities under the Indenture. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the United States Trust Indenture Act of 1939 (15 U.S.C. §§ (S)(S) 77aaa-77bbbb) (the "TIA"), as amended, as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto except as otherwise indicated in the Indenture) until such time as the Indenture is qualified under the TIA, and thereafter as in effect on the date on which the Indenture is qualified under the TIA. The Notwithstanding anything to the contrary herein, the Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders (as defined in the Indenture) holders of Notes are referred to the Indenture and the TIA for a statement of such terms and provisionsthem. The Notes are senior subordinated general unsecured obligations of the Company. This Note is one of the series of the Notes that are referred to in the Indenture issued in an aggregate original principal amount of $625,000,000. The Notes include the Notes issued on the Closing Date and any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability of the Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteedsubordinated in right of payment to all Senior Indebtedness of the Company to the extent and in the manner provided in the Indenture. Each Holder of a Note, by accepting a Note, agrees to such subordination, authorizes the Trustee to give effect to such subordination and appoints the Trustee as attorney-in-fact for such purpose. Payment on the Notes is guaranteed (each, a "Guaranty"), on a senior subordinated unsecured basis, jointly and severally, by all each Restricted Subsidiary (other than Foreign Subsidiaries) of the Company existing on the Issue Date (each, a "Guarantor") pursuant to Article Eleven and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms Article Twelve of the Indenture. In addition, the Indenture requires the Company to cause each Subsidiary other than an existing Guarantor, an Unrestricted Subsidiary or a Foreign Subsidiary formed or acquired after the Issue Date to become a party to the Indenture as a Guarantor and guarantee payment on the Notes pursuant to Article Eleven and Article Twelve of the Indenture; provided that Foreign Subsidiaries shall also be required to be Guarantors to the extent such Foreign Subsidiaries guarantee Indebtedness of the Company or of any Subsidiary which is not a Foreign Subsidiary in a principal amount equal to or greater than $25.0 million in the aggregate for all Foreign Subsidiaries. In certain circumstances, the Guaranties may be released.

Indenture and Guarantees. The Company issued the Notes under an Indenture, dated as of March 15June 20, 2010 2002 (the “"Indenture”"), by and among the Company, the Guarantors and the Trustee. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. This Note is one of a duly authorized issue of Notes of the Company designated as its 9 1/4% Senior Subordinated Notes due 2010, (the "Initial Notes"). Initial Notes in an aggregate principal amount of $200,000,000 were issued on June 20, 2002. The Notes include the Initial Notes and the Exchange Notes (as defined below). The Notes are treated as a single class of securities under the Indenture. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the United States Trust Indenture Act of 1939 (15 U.S.C. §§ (S)(S) 77aaa-77bbbb) (the "TIA"), as amended, as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto except as otherwise indicated in the Indenture) until such time as the Indenture is qualified under the TIA, and thereafter as in effect on the date on which the Indenture is qualified under the TIA. The Notwithstanding anything to the contrary herein, the Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders (as defined in the Indenture) holders of Notes are referred to the Indenture and the TIA for a statement of such terms and provisionsthem. The Notes are senior subordinated general unsecured obligations of the Company. This Note is one of the series of the Notes that are referred to in the Indenture issued in an aggregate original principal amount of $625,000,000. The Notes include the Notes issued on the Closing Date and any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability of the Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteedsubordinated in right of payment to all Senior Indebtedness of the Company to the extent and in the manner provided in the Indenture. Each Holder of a Note, by accepting a Note, agrees to such subordination, authorizes the Trustee to give effect to such subordination and appoints the Trustee as attorney-in-fact for such purpose. Payment on the Notes is guaranteed (each, a "Guaranty"), on a senior subordinated unsecured basis, jointly and severally, by all each Restricted Subsidiary (other than Foreign Subsidiaries) of the Company existing on the Issue Date (each, a "Guarantor") pursuant to Article Eleven and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms Article Twelve of the Indenture. In addition, the Indenture requires the Company to cause each Subsidiary other than an existing Guarantor, an Unrestricted Subsidiary or a Foreign Subsidiary formed or acquired after the Issue Date to become a party to the Indenture as a Guarantor and guarantee payment on the Notes pursuant to Article Eleven and Article Twelve of the Indenture; provided that Foreign Subsidiaries shall also be required to be Guarantors to the extent such Foreign Subsidiaries guarantee Indebtedness of the Company or of any Subsidiary which is not a Foreign Subsidiary in a principal amount equal to or greater than $25.0 million in the aggregate for all Foreign Subsidiaries. In certain circumstances, the Guaranties may be released.

Indenture and Guarantees. The Company issued the Notes under an Indenture, dated as of March 1529, 2010 2000 (the “"Indenture”"), by and among the Company, the Guarantors and the Trustee. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. This Note is one of a duly authorized issue of Notes of the Company designated as its 11 7/8% Senior Subordinated Notes due 2010, Series A (the "Initial Notes"). Initial Notes in an aggregate principal amount of $150,000,000 are being issued on March 29, 2000. Additional Notes may be issued subject to Section 4.04 of the Indenture. The Notes are limited (except as provided in the Indenture) to an aggregate principal amount of $200,000,000. The Notes include the Initial Notes, the Private Exchange Notes (as defined in the Indenture), the Unrestricted Notes (as defined below) issued in exchange for the Initial Notes pursuant to the Registration Rights Agreement and any Additional Notes. The Notes are treated as a single class of securities under the Indenture. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbbss.s▇. ▇▇aaa-77bbbb) (the "TIA"), as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto except as otherwise indicated in the Indenture) until such time as the Indenture is qualified under the TIA, and thereafter as in effect on the date on which the Indenture is qualified under the TIA. The Notwithstanding anything to the contrary herein, the Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders (as defined in the Indenture) holders of Notes are referred to the Indenture and the TIA for a statement of such terms and provisionsthem. The Notes are senior subordinated general unsecured obligations of the Company. This Note is one of the series of the Notes that are referred to in the Indenture issued in an aggregate original principal amount of $625,000,000. The Notes include the Notes issued on the Closing Date and any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability of the Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteedsubordinated in right of payment to all Senior Indebtedness of the Company to the extent and in the manner provided in the Indenture. Each Holder of a Note, by accepting a Note, agrees to such subordination, authorizes the Trustee to give effect to such subordination and appoints the Trustee as attorney-in-fact for such purpose. Payment on the Notes is guaranteed (each, a "Guaranty"), on a senior subordinated unsecured basis, jointly and severally, by all each Restricted Subsidiary (other than Foreign Subsidiaries) of the Company existing on the Issue Date (each, a "Guarantor") pursuant to Article Eleven and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms Article Twelve of the Indenture. In addition, the Indenture requires the Company to cause each Subsidiary other than an existing Guarantor, an Unrestricted Subsidiary or a Foreign Subsidiary formed or acquired after the Issue Date to become a party to the Indenture as a Guarantor and guarantee payment on the Notes pursuant to Article Eleven and Article Twelve of the Indenture; provided that Foreign Subsidiaries shall also be required to be Guarantors to the extent such Foreign Subsidiaries guarantee Indebtedness of the Company or of any Subsidiary which is not a Foreign Subsidiary in a principal amount equal to or greater than $25.0 million in the aggregate for all Foreign Subsidiaries. In certain circumstances, the Guaranties may be released.

Indenture and Guarantees. The Company Issuers issued the Notes Securities under an Indenture, dated as of March 15February 2, 2010 1998 (the “"Indenture”"), by and among the CompanyIssuers, the Guarantors ▇▇▇▇▇▇ Packaging Holdings Company and the Trustee. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. This Security is one of a duly authorized issue of Securities of the Issuers designated as their Floating Interest Rate Subordinated Term Securities due 2008, Series A, issued under the Indenture. The aggregate principal amount of Securities which may be issued under the Indenture is limited (except as otherwise provided in the Indenture) to $325,000,000. The terms of the Notes Securities include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. §§ ▇▇.▇▇. 77aaa-77bbbb) (the "TIA"), as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto except as otherwise indicated in the Indenture) until such time as the Indenture is qualified under the TIA, and thereafter as in effect on the date on which the Indenture is qualified under the TIA. The Notes Notwithstanding anything to the contrary herein, the Securities are subject to all terms and provisions of the Indenturesuch terms, and Holders (as defined in the Indenture) holders of Securities are referred to the Indenture and the TIA for a statement of such terms and provisionsthem. The Notes Securities are senior subordinated unsecured obligations of the CompanyIssuers. This Note is one The Securities are subordinated in right of payment to all Senior Indebtedness of the series Issuers to the extent and in the manner provided in the Indenture. Each Holder of a Security, by accepting a Security, agrees to such subordination, authorizes the Notes that are referred Trustee to give effect to such subordination and appoints the Trustee as attorney-in-fact for such purpose. Nothing contained in the Indenture issued or in an aggregate original principal amount of $625,000,000any Securities or Holdings Guarantee shall require Holdings to preserve its existence, and Holdings may be dissolved at any time (whether in connection with a Holdings IPO Reorganization or otherwise). The Notes include the Notes issued on the Closing Date and Securities will rank pari passu in right of payment with any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability future senior subordinated indebtedness of the Company Issuers and its Restricted Subsidiaries to, among will rank senior in right of payment to any other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability subordinated obligations of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteed, on a senior subordinated unsecured basis, by all existing and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms of the IndentureIssuers.

Indenture and Guarantees. The Company issued the Notes under an Indenture, dated as of March 1529, 2010 2000 (the “"Indenture”"), by and among the Company, the Guarantors and the Trustee. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. This Note is one of a duly authorized issue of Notes of the Company designated as its 11 7/8% Senior Subordinated Notes due 2010, Series B (the "Unrestricted Notes"). Unrestricted Notes in an aggregate principal amount of $[ ] are being issued in the Exchange Offer in exchange for Initial Notes. Additional Notes may be issued subject to Section 4.04 of the Indenture. The Notes are limited (except as permitted in the Indenture) to an aggregate principal amount of $200,000,000. The Notes include the 11 7/8% Senior Subordinated Notes due 2010, Series A (the "Initial Notes"), the Private Exchange Notes (as defined in the Indenture), the Unrestricted Notes and the Additional Notes. The Notes are treated as a single class of securities under the Indenture. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbbss.s▇. ▇▇aaa-77bbbb) (the "TIA"), as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto except as otherwise indicated in the Indenture) until such time as the Indenture is qualified under the TIA, and thereafter as in effect on the date on which the Indenture is qualified under the TIA. The Notwithstanding anything to the contrary herein, the Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders (as defined in the Indenture) holders of Notes are referred to the Indenture and the TIA for a statement of such terms and provisionsthem. The Notes are senior subordinated general unsecured obligations of the Company. This Note is one of the series of the Notes that are referred to in the Indenture issued in an aggregate original principal amount of $625,000,000. The Notes include the Notes issued on the Closing Date and any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability of the Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteedsubordinated in right of payment to all Senior Indebtedness of the Company to the extent and in the manner provided in the Indenture. Each Holder of a Note, by accepting a Note, agrees to such subordination, authorizes the Trustee to give effect to such subordination and appoints the Trustee as attorney-in-fact for such purpose. Payment on the Notes is guaranteed (each, a "Guaranty"), on a senior subordinated unsecured basis, jointly and severally, by all each Restricted Subsidiary (other than Foreign Subsidiaries) of the Company existing on the Issue Date (each, a "Guarantor") pursuant to Article Eleven and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms Article Twelve of the Indenture. In addition, the Indenture requires the Company to cause each Subsidiary other than an existing Guarantor, an Unrestricted Subsidiary or a Foreign Subsidiary formed or acquired after the Issue Date to become a party to the Indenture as a Guarantor and guarantee payment on the Notes pursuant to Article Eleven and Article Twelve of the Indenture; provided that Foreign Subsidiaries shall also be required to be Guarantors to the extent such Foreign Subsidiaries guarantee Indebtedness of the Company or of any Subsidiary which is not a Foreign Subsidiary in a principal amount equal to or greater than $25.0 million in the aggregate for all Foreign Subsidiaries. In certain circumstances, the Guaranties may be released.

Indenture and Guarantees. The Company issued the Notes under an Indenture, dated as of March 15February 16, 2010 2005 (the “Indenture”), among the Company, the Guarantors and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. The Notes are senior subordinated unsecured obligations of the Company. This Note is one of the series of the Exchange Notes that are referred to in the Indenture issued in an aggregate original principal amount of $625,000,000Indenture. The Notes include the Initial Notes and the Exchange Notes and any Private Exchange Notes issued on the Closing Date and any Additional in exchange for Initial Notes. The Notes issued on the Closing Date and Additional Initial Notes, if any, the Exchange Notes and the Private Exchange Notes are treated as a single class of Notes under the Indenture. The Initial Notes of each series and the Exchange Notes and the Private Exchange Notes of the corresponding series are treated as a single series of Notes under the Indenture. The Indenture imposes certain limitations on the ability of the Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteed, on a senior subordinated unsecured basis, by all existing and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms of the Indenture.

Indenture and Guarantees. The Company issued the Notes under an Indenture, Indenture dated as of March 15June 21, 2010 2000 (the “"Indenture”"), among the Company, the Guarantors and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbbss.s▇. ▇▇aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders (as defined in the Indenture) of Notes are referred to the Indenture and the TIA for a statement of such terms and provisionsthose terms. The Notes are senior subordinated unsecured general obligations of the CompanyCompany initially limited to $200,000,000 aggregate principal amount. This Note is one of the series of the Notes that are referred to in The Company may at any time issue additional notes under the Indenture issued in an aggregate original principal amount of $625,000,000. The Notes include unlimited amounts having the Notes issued on the Closing Date same terms as and any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of with the Notes for all purposes under the IndentureIndenture and shall vote together as one class with respect to the Notes. The Indenture imposes certain limitations on the ability incurrence of certain additional Indebtedness by the Company and certain of its Restricted Subsidiaries to, among other things, make and the entry into certain Investments Sale and other Restricted Payments, pay dividends Leaseback Transactions by the Company and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment certain of certain dividends and distributions by such Restricted its Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on restricts the ability of the Company to consolidate or merge with or into any other Person into, or convey, to transfer or lease all or substantially all its assets to, another person. Pursuant to Article X of the property Indenture, the Guarantors have unconditionally guaranteed to each Holder the Obligations of the CompanyCompany under the Notes and the Indenture. In the event the Company designates, organizes or acquires a new Restricted Subsidiary subsequent to the date of the Indenture or in the other circumstances described in Section 4.06 of the Indenture, the Company shall cause the applicable Subsidiary to provide a Guarantee in the manner set forth in said Section 4.06. The Notes Guarantees are guaranteed, on a senior subordinated unsecured basis, by all existing subject to release as and future Restricted Subsidiaries that are or shall become Guarantors to the extent provided in accordance with the terms Section 10.04 of the Indenture.

Indenture and Guarantees. The Company Issuers issued the Notes Securities under an Indenture, dated as of March 15February 2, 2010 1998 (the “"Indenture”"), by and among the CompanyIssuers, the Guarantors ▇▇▇▇▇▇ Packaging Holdings Company and the Trustee. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. This Security is one of a duly authorized issue of Securities of the Issuers designated as their Floating Interest Rate Subordinated Term Securities due 2008, Series B, issued under the Indenture. The aggregate principal amount of Securities which may be issued under the Indenture is limited (except as otherwise provided in the Indenture) to $325,000,000 The terms of the Notes Securities include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. §§ ▇▇.▇▇. 77aaa-77bbbb) (the "TIA"), as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and used but not defined herein have the meanings ascribed thereto except as otherwise indicated in the Indenture) until such time as the Indenture is qualified under the TIA, and thereafter as in effect on the date on which the Indenture is qualified under the TIA. The Notes Notwithstanding anything to the contrary herein, the Securities are subject to all terms and provisions of the Indenturesuch terms, and Holders (as defined in the Indenture) holders of Securities are referred to the Indenture and the TIA for a statement of such terms and provisionsthem. The Notes Securities are senior subordinated unsecured obligations of the CompanyIssuers. This Note is one The Securities are subordinated in right of payment to all Senior Indebtedness of the series Issuers to the extent and in the manner provided in the Indenture. Each Holder of a Security, by accepting a Security, agrees to such subordination, authorizes the Notes that are referred Trustee to give effect to such subordination and appoints the Trustee as attorney-in-fact for such purpose. Nothing contained in the Indenture issued or in an aggregate original principal amount of $625,000,000any Securities or Holdings Guarantee shall require Holdings to preserve its existence, and Holdings may be dissolved at any time (whether in connection with a Holdings IPO Reorganization or otherwise). The Notes include the Notes issued on the Closing Date and Securities will rank pari passu in right of payment with any Additional Notes. The Notes issued on the Closing Date and Additional Notes, if any, are treated as a single class of Notes under the Indenture. The Indenture imposes certain limitations on the ability future senior subordinated indebtedness of the Company Issuers and its Restricted Subsidiaries to, among will rank senior in right of payment to any other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability subordinated obligations of the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. The Notes are guaranteed, on a senior subordinated unsecured basis, by all existing and future Restricted Subsidiaries that are or shall become Guarantors in accordance with the terms of the IndentureIssuers.