exv10w5w6






Exhibit 10.5.6



The taking of this document or any certified copy of it or any other document which
constitutes substitute documentation for it, or any document which includes written confirmations
or references to it, into Austria as well as printing out any email communication which refers to
this document in Austria or sending any email communication to which a PDF scan of this document is
attached to an Austrian addressee or sending any email communication carrying an electronic or
digital signature which refers to this document to an Austrian addressee may cause the imposition
of Austrian stamp duty. Accordingly, keep the original document as well as all certified copies
thereof and written and signed references to it outside of Austria and avoid printing out any email
communication which refers to this document in Austria or sending any email communication to which
a PDF scan of this document is attached to an Austrian addressee or sending any email communication
carrying an electronic or digital signature which refers to this document to an Austrian addressee.





     REAFFIRMATION AGREEMENT, dated as of March 2, 2011 (this
“Agreement”), among (a) the Grantors listed on Schedule A
hereto (the “Reaffirming Parties”), (b) Credit Suisse AG, as
administrative agent (in such capacity, the “Administrative Agent”)
under the Credit Agreement (as defined below), (c) The Bank of New York
Mellon, as trustee (in such capacity, the “2011 Trustee”) under the
2011 Senior Secured Notes Indenture (as defined below), (d) The Bank of New
York Mellon, as trustee under the 2010 Senior Secured Notes Indenture (as
defined below) (in such capacity, the “2010 Trustee”), (e) The Bank
of New York Mellon, as trustee under the 2009 Senior Secured Notes
Indenture (as defined below) (in such capacity, the “2009 Trustee”)
and (f) The Bank of New York Mellon and Wilmington Trust (London) Limited as
collateral agents (together, the “Collateral Agents”) under the
First Lien Intercreditor Agreement (as defined below).



          A. The Administrative Agent, the 2009 Trustee, the Collateral Agents and the
Reaffirming Parties, among others, entered into the First Lien Intercreditor Agreement dated as of
November 5, 2009, as amended by Amendment No. 1 and Joinder Agreement dated as of January 21, 2010
(the “First Lien Intercreditor Agreement”). Capitalized terms used but not defined herein
have the meanings assigned to such terms in the First Lien Intercreditor Agreement and the Credit
Agreement, as applicable.




          B. Pursuant to the Credit Agreement dated as of November 5, 2009 (as amended from
time to time on or prior to the date hereof, including as amended and restated pursuant to
Amendment No. 4 (as defined below), the “Credit Agreement”), among Holdings, the Borrowers,
the Guarantors from time to time party thereto, the Lenders from time to time party thereto and the
Administrative Agent, certain Borrowers, on February 9, 2011, borrowed the Term Loans (as defined
in Amendment No. 4 and Incremental Term Loan Assumption Agreement dated as of February 9, 2011 to
the Credit Agreement (“Amendment No. 4”)).




          C. Reynolds Group Issuer (Luxembourg) S.A., Reynolds Group Issuer LLC and Reynolds Group
Issuer Inc. (collectively, the “Issuers”) (as successors to the issuers under the 2009
Senior Secured Notes Indenture), the Collateral Agents, the 2009 Trustee and The Bank of New York
Mellon, London Branch, as paying agent, among others, entered into an indenture, dated as of
November 5, 2009 (the “2009 Senior Secured Notes Indenture”), pursuant to which the Issuers
issued debt securities (the “2009 Senior Secured Notes”).




 









 








          D. The Issuers (as successors to the Escrow Issuers (as defined in the 2010 Senior
Secured Notes Indenture)), the Collateral Agents, the 2010 Trustee and The Bank of New York Mellon,
London Branch, as paying agent, among others, entered into an indenture, dated as of October 15,
2010 (the “2010 Senior Secured Notes Indenture”), pursuant to which the Issuers issued debt
securities (the “2010 Senior Secured Notes”). On November 16, 2010, in connection with such
issuance, the 2010 Trustee became a party to the First Lien Intercreditor Agreement pursuant to
Section 5.02(c) thereof.




          E. The Issuers, the Collateral Agents, the 2011 Trustee and The Bank of New York
Mellon, London Branch, as paying agent, among others, entered into an indenture, dated as of
February 1, 2011 (the “2011 Senior Secured Notes Indenture”), pursuant to which the Issuers
issued debt securities (the “2011 Senior Secured Notes”). On February 1, 2011, in
connection with such issuance, the 2011 Trustee became a party to the First Lien Intercreditor
Agreement pursuant to Section 5.02(c) thereof.




          F. Each Reaffirming Party is party to one or more of the Reaffirmed Security
Documents (as defined below).




          G. Each Reaffirming Party expects to realize, or has realized, direct and indirect
benefits as a result of the funding of the Term Loans, the issuance of the 2011 Senior Secured
Notes and the consummation of the transactions contemplated thereby.




          In consideration of the foregoing and for other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:




ARTICLE I




Reaffirmation



          SECTION 1.01. Reaffirmation. (a) Each Reaffirming Party (i) agrees that,
notwithstanding the borrowing of the Term Loans and the issuance of the 2011 Senior Secured Notes,
each of the Security Documents (each as may have been amended and/or confirmed on or prior to the
date hereof) set forth on Schedule B hereto to which it is a party (each, a “Reaffirmed
Security Document”) continues to be in full force and effect, subject to the Legal
Reservations, and is hereby ratified and reaffirmed, (ii) confirms its respective pledges and
grants of security interests in the Collateral to the extent provided in the Reaffirmed Security
Documents and (iii) acknowledges that each such Reaffirmed Security Document to which it is a party
and the First Lien Intercreditor Agreement continues in full force and effect subject to the Legal
Reservations and extends, subject to the limitations contained therein, to (A) the Term Loans,
which are, as of February 9, 2011, considered “Credit Agreement Obligations” under the First Lien
Intercreditor Agreement and (B) the “Secured Obligations” as defined in the 2011 Senior Secured
Notes Indenture, which have been designated as “Additional Obligations” under and pursuant to the
First Lien Intercreditor Agreement (the “Secured Notes Designation”).





     (b) Each Reaffirming Party hereby (i) ratifies and affirms Amendment No. 4
and the transactions contemplated thereby, (ii) agrees that, notwithstanding the
effectiveness of Amendment No. 4, Article X of the Credit Agreement continues to be in full
force and effect, (iii) confirms its guarantee of the Bank Obligations (with respect to
itself), all as provided in the Loan Documents as originally executed (including any
limitations expressly set forth therein as may be amended and/or modified from time to time)
and (iv) acknowledges that such guarantee
(including any limitations thereto expressly set forth in the relevant Loan Document,
including Schedule 10.03 of the Credit Agreement mutatis mutandis and in any Guarantor
Joinder to the



2









 






Credit Agreement) continues in full force and effect in respect of the Bank
Obligations under the Credit Agreement and the other Loan Documents, including the Term
Loans.




     (c) Each Reaffirming Party hereby confirms and agrees that, with respect to
any Reaffirmed Security Document to which it is a party, the obligations under the Term
Loans and the “Secured Obligations” as defined in the 2011 Senior Secured Notes Indenture
constitute “Obligations” or “Secured Liabilities” or words of similar import as set forth
across from and described under the applicable Reaffirmed Security Documents listed in
Schedule B (subject to certain exceptions in respect of certain of the documentation
listed in Schedule B that is governed by the laws of Germany).




     (d) Each Reaffirming Party hereby agrees that the Parallel Debt, if any, of
such Reaffirming Party created under the First Lien Intercreditor Agreement or under any
guarantor joinder in effect prior to the date hereof shall continue to be in full force and
effect and shall accrue to the benefit of each Collateral Agent (for the benefit of the
Secured Parties (as defined in the First Lien Intercreditor Agreement)) and shall continue
to apply, as applicable, in relation to all Obligations (as defined in the First Lien
Intercreditor Agreement) following the funding of the Term Loans, the issuance of the 2011
Senior Secured Notes and the Secured Notes Designation.



ARTICLE II




Representations and Warranties



          SECTION 2.01. Organization; Powers. Each Reaffirming Party hereby represents
and warrants as of the date hereof that such Reaffirming Party (a) is duly organized, validly
existing and in good standing (or where applicable the equivalent status in any foreign
jurisdiction) under the laws of the jurisdiction of its organization and (b) has the power and
authority to execute, deliver and perform its obligations under this Agreement.




          SECTION 2.02. Authorization. Each Reaffirming Party hereby represents and
warrants as of the date hereof that the entry by such Reaffirming Party into this Agreement has
been duly authorized by all requisite corporate and/or partnership and, if required, stockholder,
works council and partner action.




          SECTION 2.03. Enforceability. Each Reaffirming Party hereby represents and
warrants as of the date hereof that this Agreement has been duly executed and delivered by such
Reaffirming Party and, subject to the Legal Reservations, constitutes a legal, valid and binding
obligation of such Reaffirming Party enforceable against such Reaffirming Party in accordance with
its terms.




ARTICLE III




Miscellaneous



          SECTION 3.01. Notices. All communications and notices hereunder shall be in
writing and given as provided in Section 5.01 of the First Lien Intercreditor Agreement.



          SECTION 3.02. Loan Document. This Agreement is a Loan Document (as defined
in the Credit Agreement) executed pursuant to the Credit Agreement and shall be construed,
administered and applied in accordance with the terms of the Credit Agreement as applicable.







3









 








          SECTION 3.03. Effectiveness; Counterparts. This Agreement shall become
effective on the date when copies hereof which, when taken together, bear the signatures of each
Reaffirming Party, the Collateral Agents, the Administrative Agent, the 2011 Trustee, the 2010
Trustee and the 2009 Trustee shall have been received by each of the Collateral Agents, the
Administrative Agent, the 2011 Trustee, the 2010 Trustee and the 2009 Trustee. This Agreement may
not be amended nor may any provision hereof be waived except pursuant to a writing signed by each
of the parties hereto. This Agreement may be executed in one or more counterparts, each of which
shall be deemed an original, but all of which together shall constitute one and the same
instrument. Delivery by telecopier or other electronic imaging means of an executed counterpart of
a signature page to this Agreement shall be effective as delivery of an original executed
counterpart of this Agreement.




          SECTION 3.04. No Novation. This Agreement shall not extinguish the
obligations for the payment of money outstanding under any Loan Document or discharge or release
the priority of any Loan Document or any other security therefor. Nothing herein shall be
construed as a substitution or novation of the obligations outstanding under any Loan Document or
instruments securing the same, which shall remain in full force and effect. Nothing in or implied
by this Agreement or in any other document contemplated hereby shall be construed as a release or
other discharge of Holdings, any Borrower, any Issuer or any other Grantor under any Loan Document
from any of its obligations and liabilities thereunder. Each of the Loan Documents shall remain in
full force and effect notwithstanding the execution and delivery of this Agreement.




          SECTION 3.05. GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY, AND
CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.




          SECTION 3.06. Austrian Stamp Duty, Etc. The parties hereto agree that the
provisions of Sections 9.19 (Place of Performance) and 9.20 (Austria Stamp Duty) of the Credit
Agreement (and, if the Credit Agreement is no longer in existence, an equivalent clause in any
Additional Agreement) and the provisions of Sections 5.15 (Place of Performance) and 5.16 (Austrian
Stamp Duty) of the First Lien Intercreditor Agreement (and, if the First Lien Intercreditor
Agreement is no longer in existence, an equivalent clause in any Intercreditor Arrangements) shall
apply to this Agreement as if incorporated herein mutatis mutandis.




          SECTION 3.07. No Other Supplement; Confirmation. Except as expressly set
forth herein, this Agreement shall not by implication or otherwise limit, impair, constitute a
waiver of or otherwise affect the rights and remedies of the Secured Parties under any Loan
Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions,
obligations, covenants or agreements contained in any Loan Document, all of which shall continue in
full force and effect.




          SECTION 3.08. Rights of the Collateral Agents. For the avoidance of doubt,
notwithstanding anything contained herein, each of the protections, immunities, rights, indemnities
and benefits conferred on the Collateral Agents under the Reaffirmed Security Documents and the
First Lien Intercreditor Agreement shall continue in full force and effect and shall apply to this
Agreement as if set out in full herein.




[remainder of page intentionally blank; signature page is next page]








4









 








     IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by their
respective authorized officers as of the day and year first above written.



	 	 	 	 	 
	 	CLOSURE SYSTEMS INTERNATIONAL (BRAZIL) 

SISTEMAS DE VEDAÇÃO LTDA.

 	 
	 	By  	/s/ Guilherme Rodrigues Miranda
 	 
	 	 	Name:  	Guilherme Rodrigues Miranda 	 
	 	 	Title:  	Manager 	 
	 
	 	SIG BEVERAGES BRASIL LTDA.

 	 
	 	By  	/s/ Félix Colas Morea
 	 
	 	 	Name:  	 	 
	 	 	Title:  	 	 
	 
	 	SIG COMBIBLOC DO BRASIL LTDA.

 	 
	 	By  	/s/ Antonio Luiz Tafner Ferreira
 	 
	 	 	Name:  	Antonio Luiz Tafner Ferreira 	 
	 	 	Title:  	Financial Manager 	 
	 
	 	 	 
	 	By  	      /s/ Edimara Iansen Wieczorek
 	 
	 	 	Name:  	Edimara Iansen Wieczorek 	 
	 	 	Title:  	Legal Manager 	 
	 



Signature Page to Reaffirmation Agreement






 









 








	 	 	 	 	 
	 	CLOSURE SYSTEMS INTERNATIONAL

DEUTSCHLAND GMBH

 	 
	 	By  	/s/ Karen Mower
 	 
	 	 	Name:  	Karen Mower 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	CLOSURE SYSTEMS INTERNATIONAL HOLDINGS

(GERMANY) GMBH

 	 
	 	By  	/s/ Karen Mower
 	 
	 	 	Name:  	Karen Mower 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	

SIG BEVERAGES GERMANY GMBH

 	 
	 	By  	/s/ Karen Mower
 	 
	 	 	Name:  	Karen Mower 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	SIG COMBIBLOC GMBH

 	 
	 	By  	/s/ Karen Mower
 	 
	 	 	Name:  	Karen Mower 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	

SIG COMBIBLOC HOLDING GMBH



	 
	 	By 	/s/ Karen Mower
 	 
	 	 	Name:  	Karen Mower 	 
	 	 	Title:  	Authorized Signatory 	 
	 



 Signature Page to Reaffirmation Agreement






 









 








	 	 	 	 	 
	 	SIG COMBIBLOC SYSTEMS GMBH

 	 
	 	By  	/s/ Karen Mower
 	 
	 	 	Name:  	Karen Mower 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	SIG COMBIBLOC ZERSPANUNGSTECHNIK GMBH

 	 
	 	By  	/s/ Karen Mower
 	 
	 	 	Name:  	Karen Mower 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	SIG EURO HOLDING AG & CO. KGAA



towards all parties to this Agreement other
than 
SIG Reinag AG, acting through its general

partner (Komplementär) SIG Reinag AG

 	 
	 	By  	/s/ Karen Mower
 	 
	 	 	Name:  	Karen Mower 	 
	 	 	Title:  	Authorized Signatory 	 









	 	 	 	 	 
	 	towards SIG Reinag AG, acting through its supervisory board (Aufsichtsrat),
represented by the chairman of the supervisory board acting as its authorized representative



	 
	 	/s/ Rolf Stangl
 	 
	 	Name:  	Rolf Stangl 	 
	 	Title:  	Chairman of the supervisory board 	 
	 



Signature Page to Reaffirmation Agreement






 









 








	 	 	 	 	 
	 	SIG INFORMATION TECHNOLOGY GMBH

 	 
	 	By  	/s/ Karen Mower
 	 
	 	 	Name:  	Karen Mower 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	SIG INTERNATIONAL SERVICES GMBH

 	 
	 	By  	/s/ Karen Mower
 	 
	 	 	Name:  	Karen Mower 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	SIG VIETNAM BETEILIGUNGS GMBH

 	 
	 	By  	/s/ Karen Mower
 	 
	 	 	Name:  	Karen Mower 	 
	 	 	Title:  	Authorized Signatory 	 
	 



Signature Page to Reaffirmation Agreement






 









 







	 	 	 	 	 
	 	CREDIT SUISSE AG, CAYMAN ISLANDS

BRANCH, as Administrative Agent,

 	 
	 	By:  	/s/ Robert Hetu
 	 
	 	 	Name:  	Robert Hetu 	 
	 	 	Title:  	Managing Director 	 
	 
	 	 	 
	 	By:  	      /s/ Kevin Buddhdew
 	 
	 	 	Name:  	Kevin Buddhdew 	 
	 	 	Title:  	Associate 	 
	 



STATE OF NEW YORK

COUNTY OF NEW YORK



On the 24th day of February in the year 2011 before me, the
undersigned,
personally appeared Robert Hetu-MDR, personally known to me or proved to me
on the basis of satisfactory evidence to be the individual whose name is subscribed to the within
instrument and acknowledged to me that she executed the same in her capacity, and that by her
signature on the instrument, the individual, or the person upon behalf of which the individual
acted,
executed the instrument.




	 	 	 	 	 
	 	 	 
	 	     /s/ Marjorie E. Bull
 	 
	 	Name:  	Marjorie E. Bull 	 
	 	 	 
	 



Sworn to before me this 24th day of Feb., 2011

Notary Public

Printed Name: Marjorie E. Bull

My Commission Expires: 02-20-15




STATE OF NEW YORK

COUNTY OF NEW YORK



On the 24th day of February in the year 2011 before me,
the undersigned,
personally appeared Kevin Buddhdew -Associate, personally known to me
or proved to me
on the basis of satisfactory evidence to be the individual whose name is subscribed to the within
instrument and acknowledged to me that she executed the same in her capacity, and that by her
signature on the instrument, the individual, or the person upon behalf of which the individual
acted,
executed the instrument.




	 	 	 	 	 
	 	 	 
	 	      /s/ Marjorie E. Bull
 	 
	 	Name:  	Marjorie E. Bull 	 
	 	 	 
	 



Sworn to before me this 24th day of Feb., 2011

Notary Public

Printed Name: Marjorie E. Bull 

My Commission Expires: 02-20-15




Signature Page to Reaffirmation Agreement






 









 







	 	 	 	 	 
	 	THE BANK OF NEW YORK MELLON, in its

capacity as Collateral Agent,

 	 
	 	By:  	/s/ Catherine F. Donohue
 	 
	 	 	Name:  	Catherine F. Donohue 	 
	 	 	Title:  	Vice President 	 
	 
	 	THE BANK OF NEW YORK MELLON, in its

capacity as 2011 Trustee, 2010 Trustee

and 2009 Trustee,

 	 
	 	By:  	/s/ Catherine F. Donohue
 	 
	 	 	Name:  	Catherine F. Donohue 	 
	 	 	Title:  	Vice President 	 
	 



STATE OF NEW YORK

COUNTY OF NEW YORK



On the 28th day of February in the year 2011 before me, the
undersigned,
personally appeared Catherine F. Donohue, personally known to me
or proved to me
on the basis of satisfactory evidence to be the individual whose name is subscribed to the within
instrument and acknowledged to me that she executed the same in her capacity, and that by her
signature on the instrument, the individual, or the person upon behalf of which the individual
acted,
executed the instrument.




	 	 	 	 	 
	 	 	 
	 	      /s/ Nancy A. Cruz
 	 
	 	Name:  	Nancy A. Cruz 	 
	 	 	 
	 



Sworn to before me this 28th day of Feb., 2011

Notary Public

Printed Name: Nancy A. Cruz

My Commission Expires: 12-23-13



_____________________




Signature Page to Reaffirmation Agreement






 









 








	 	 	 	 	 
	 	WILMINGTON TRUST (LONDON) LIMITED, in its capacity as Collateral Agent,

 	 
	 	By:  	/s/ Elaine Lockhart
 	 
	 	 	Name:  	Elaine Lockhart 	 
	 	 	Title:  	Director 	 
	 



Signature Page to Reaffirmation Agreement





 









 





			
	 
	 	SCHEDULE A

TO REAFFIRMATION AGREEMENT
	 	 	 





List of the Reaffirming Parties




	 	 	 

	JURISDICTION
	 	 
	 
	 	 
	BRAZIL

	 	Closure Systems International (Brazil) Sistemas de Vedaçao
Ltda. 


SIG Beverages Brasil Ltda.


SIG Combibloc do Brasil Ltda.
	 
	 	 
	GERMANY

	 	SIG Euro Holding AG & Co. KGaA


SIG Beverages Germany GmbH

SIG Combibloc Holding GmbH

SIG Vietnam Beteiligungs GmbH

SIG Combibloc GmbH

SIG Combibloc Systems GmbH

SIG Combibloc Zerspanungstechnik GmbH

SIG Information Technology GmbH

SIG International Services GmbH

Closure Systems International Holdings (Germany) GmbH

Closure Systems International Deutschland GmbH







 











 





SCHEDULE B

TO THE REAFFIRMATION AGREEMENT




List of the Reaffirmed Security Documents

Collateral Agent: The Bank of New York Mellon




	 	 	 	 	 
	 	 	 	 	Local term covering
	 	 	 	 	“Obligations” as defined
	JURISDICTION	 	DOCUMENTS	 	in the FLICA
	BRAZIL

	 	Pledge Agreement over
Receivables and other
Credit Rights between The
Bank of New York Mellon
and Closure Systems
International (Brazil)
Sistemas de Vedação Ltda.
dated as of January 29,
2010.
	 	“Secured Obligations”
	 
	 	 	 	 
	 

	 	Accounts Pledge Agreement
between The Bank of New
York Mellon and Closure
Systems International
(Brazil) Sistemas de
Vedação Ltda. dated as of
January 29, 2010. 


Pledge Agreement over
Inventory, Equipment and
other Assets between The
Bank of New York Mellon
and Closure Systems
International (Brazil)
Sistemas de Vedação Ltda.
dated as of January 29,
2010.	 	 
	 
	 	 	 	 
	 

	 	Accounts Pledge Agreement
between The Bank of New
York Mellon and SIG
Combibloc do Brasil Ltda.
dated as of March 30,
2010.	 	 
	 
	 	 	 	 
	 

	 	Pledge Agreement over
Receivables and other
Credit Rights between The
Bank of New York Mellon
and SIG Combibloc do
Brasil Ltda. dated as of
March 30, 2010. 



Quota Pledge Agreement
between The Bank of New
York Mellon, SIG Euro
Holding AG & Co. KGaA,
SIG Beverages Germany
GmbH and SIG Beverages
Brasil Ltda. dated as of
March 30, 2010.	 	 
	 
	 	 	 	 
	GERMANY

	 	Notarial share pledge
agreement dated November
5, 2009 and entered into
between SIG Euro Holding
AG & Co. KGaA as pledgor
and The Bank of New York
Mellon as Collateral
Agent and as pledgee and
others as pledgees
relating to the shares in
SIG Combibloc Holding
GmbH, SIG Combibloc GmbH,
SIG Beverages Germany
GmbH, SIG International
Services GmbH and SIG
Information Technology
GmbH, as amended by a
notarial confirmation and
amendment agreement dated
May 4, 2010.
	 	“Obligations”






 









 






	 	 	 	 	 
	 	 	 	 	Local term covering
	 	 	 	 	“Obligations” as defined
	JURISDICTION	 	DOCUMENTS	 	in the FLICA
	 

	 	Notarial share pledge
agreement dated November
16, 2010 and entered into
between SIG Euro Holding
AG & Co. KGaA as pledgor
and The Bank of New York
Mellon as Collateral
Agent and pledgee
relating to the shares in
SIG Combibloc Holding
GmbH, SIG Combibloc GmbH,
SIG Beverages Germany
GmbH, SIG International
Services GmbH and SIG
Information Technology
GmbH.	 	 
	 
	 	 	 	 
	 

	 	Notarial Share Pledge
Agreement dated November
5, 2009 and entered into
between SIG Combibloc
Holding GmbH as pledgor
and The Bank of New York
Mellon as Collateral
Agent and as pledgee and
others as pledgees
relating to the shares in
SIG Combibloc GmbH, SIG
Combibloc Systems GmbH
and SIG Vietnam
Beteiligungs GmbH, as
amended by a notarial
confirmation and
amendment agreement dated
May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Notarial Share Pledge
Agreement dated November
16, 2010 and entered into
between SIG Combibloc
Holding GmbH as pledgor
and The Bank of New York
Mellon as Collateral
Agent and pledgee
relating to the shares in
SIG Combibloc GmbH, SIG
Combibloc Systems GmbH
and SIG Vietnam
Beteiligungs GmbH. 



Notarial Share Pledge
Agreement dated November
5, 2009 and entered into
between SIG Combibloc
Systems GmbH as pledgor
and The Bank of New York
Mellon as Collateral
Agent and as pledgee and
others as pledgees
relating to the shares in
SIG Combibloc
Zerspanungstechnik GmbH,
as amended by a notarial
confirmation and
amendment agreement dated
May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Notarial Share Pledge
Agreement dated November
16, 2010 and entered into
between SIG Combibloc
Systems GmbH as pledgor
and The Bank of New York
Mellon as Collateral
Agent and pledgee
relating to the shares in
SIG Combibloc
Zerspanungstechnik GmbH.	 	 






 









 






	 	 	 	 	 
	 	 	 	 	Local term covering
	 	 	 	 	“Obligations” as defined
	JURISDICTION	 	DOCUMENTS	 	in the FLICA
	 

	 	Notarial Share Pledge
Agreement dated November
5, 2009 and entered into
between Closure Systems
International Holdings
(Germany) GmbH as pledgor
and The Bank of New York
Mellon as Collateral
Agent and as pledgee and
others as pledgees
relating to the shares in
Closure Systems
International Deutschland
GmbH, as amended by a
notarial confirmation and
amendment agreement dated
May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Notarial Share Pledge
Agreement dated November
16, 2010 and entered into
between Closure Systems
International Holdings
(Germany) GmbH as pledgor
and The Bank of New York
Mellon as Collateral
Agent and pledgee
relating to the shares in
Closure Systems
International Deutschland
GmbH.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
SIG Euro Holding AG & Co.
KGaA as pledgor and The
Bank of New York Mellon
as Collateral Agent and
as pledgee and others as
pledgees, as amended by a
confirmation and
amendment agreement dated
May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 16, 2010
and entered into between
SIG Euro Holding AG & Co.
KGaA as pledgor and The
Bank of New York Mellon
as Collateral Agent and
pledgee.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
SIG Combibloc Holding
GmbH as pledgor and The
Bank of New York Mellon
as Collateral Agent and
as pledgee and others as
pledgees, as amended by a
confirmation and
amendment agreement dated
May 4, 2010. 



Account Pledge Agreement
dated November 16, 2010
and entered into between
SIG Combibloc Holding
GmbH as pledgor and The
Bank of New York Mellon
as Collateral Agent and
pledge.	 	 






 









 






	 	 	 	 	 
	 	 	 	 	Local term covering
	 	 	 	 	“Obligations” as defined
	JURISDICTION	 	DOCUMENTS	 	in the FLICA
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
SIG Combibloc Systems
GmbH as pledgor and The
Bank of New York Mellon
as Collateral Agent and
as pledgee and others as
pledgees, as amended by a
confirmation and
amendment agreement dated
May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 16, 2010
and entered into between
SIG Combibloc Systems
GmbH as pledgor and The
Bank of New York Mellon
as Collateral Agent and
pledgee.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
SIG Beverages Germany
GmbH as pledgor and The
Bank of New York Mellon
as Collateral Agent and
as pledgee and others as
pledgees, as amended by a
confirmation and
amendment agreement dated
May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 16, 2010
and entered into between
SIG Beverages Germany
GmbH as pledgor and The
Bank of New York Mellon
as Collateral Agent and
pledgee.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
SIG Combibloc GmbH as
pledgor and The Bank of
New York Mellon as
Collateral Agent and as
pledgee and others as
pledgees, as amended by a
confirmation and
amendment agreement dated
May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 16, 2010
and entered into between
SIG Combibloc GmbH as
pledgor and The Bank of
New York Mellon as
Collateral Agent and
pledgee.	 	 
	 
	 	 	 	 






 









 






	 	 	 	 	 
	 	 	 	 	Local term covering
	 	 	 	 	“Obligations” as defined
	JURISDICTION	 	DOCUMENTS	 	in the FLICA
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
SIG Combibloc
Zerspanungstechnik GmbH
as pledgor and The Bank
of New York Mellon as
Collateral Agent and as
pledgee and others as
pledgees, as amended by a
confirmation and
amendment agreement dated
May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 16, 2010
and entered into between
SIG Combibloc
Zerspanungstechnik GmbH
as pledgor and The Bank
of New York Mellon as
Collateral Agent and
pledgee.	 	 
	 
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
SIG Vietnam Beteiligungs
GmbH as pledgor and The
Bank of New York Mellon
as Collateral Agent and
as pledgee and others as
pledgees, as amended by a
confirmation and
amendment agreement dated
May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 16, 2010
and entered into between
SIG Vietnam Beteiligungs
GmbH as pledgor and The
Bank of New York Mellon
as Collateral Agent and
pledgee.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
SIG International
Services GmbH as pledgor
and The Bank of New York
Mellon as Collateral
Agent and as pledgee and
others as pledgees, as
amended by a confirmation
and amendment agreement
dated May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 16, 2010
and entered into between
SIG International
Services GmbH as pledgor
and The Bank of New York
Mellon as Collateral
Agent and pledgee.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
SIG Information
Technology GmbH as
pledgor and The Bank of
New York Mellon as
Collateral Agent and as
pledgee and others as
pledgees, as amended by a
confirmation and
amendment agreement dated
May 4, 2010.	 	 
	 
	 	 	 	 






 









 






	 	 	 	 	 
	 	 	 	 	Local term covering
	 	 	 	 	“Obligations” as defined
	JURISDICTION	 	DOCUMENTS	 	in the FLICA
	 

	 	Account Pledge Agreement
dated November 16, 2010
and entered into between
SIG Information
Technology GmbH as
pledgor and The Bank of
New York Mellon as
Collateral Agent and
pledgee.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
Closure Systems
International Holdings
(Germany) GmbH as pledgor
and The Bank of New York
Mellon as Collateral
Agent and as pledgee and
others as pledgees, as amended by a confirmation
and amendment agreement
dated May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 16, 2010
and entered into between
Closure Systems
International Holdings
(Germany) GmbH as pledgor
and The Bank of New York
Mellon as Collateral
Agent and pledgee.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
Closure Systems
International Deutschland
GmbH as pledgor and The
Bank of New York Mellon
as Collateral Agent and
as pledgee and others as
pledgees, as amended by a
confirmation and
amendment agreement dated
May 4, 2010.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 16, 2010
and entered into between
Closure Systems
International Deutschland
GmbH as pledgor and The
Bank of New York Mellon
as Collateral Agent and
pledgee.	 	 
	 
	 	 	 	 
	 

	 	Account Pledge Agreement
dated November 5, 2009
and entered into between
Closure Systems
International Deutschland
Real Estate GmbH & Co. KG
(now collapsed into
Closure Systems
International Deutschland
GmbH) as pledgor and The
Bank of New York Mellon
as Collateral Agent and
as pledgee and others as
pledgees, as amended by a
confirmation and
amendment agreement dated
May 4, 2010.	 	 






 









 






	 	 	 	 	 
	 	 	 	 	Local term covering
	 	 	 	 	“Obligations” as defined
	JURISDICTION	 	DOCUMENTS	 	in the FLICA
	 

	 	Account Pledge Agreement
dated November 16, 2010
and entered into between
Closure Systems
International Deutschland
GmbH as pledgor and The
Bank of New York Mellon
as Collateral Agent and
pledgee.	 	 
	 
	 	 	 	 
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between as SIG Euro
Holding AG & Co. KGaA
assignor and The Bank of
New York Mellon as
Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 
	 
	 	 	 	 
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between SIG Combibloc
Holding GmbH as assignor
and The Bank of New York
Mellon as Collateral
Agent, as amended by a
confirmation and
amendment agreement dated
May 4 and November 16,
2010.	 	 
	 
	 	 	 	 
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between SIG Combibloc
Systems GmbH as assignor
and The Bank of New York
Mellon as Collateral
Agent, as amended by a
confirmation and
amendment agreement dated
May 4 and November 16,
2010.	 	 
	 
	 	 	 	 
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between SIG Beverages
Germany GmbH as assignor
and The Bank of New York
Mellon as Collateral
Agent, as amended by a
confirmation and
amendment agreement dated
May 4 and November 16,
2010.	 	 
	 
	 	 	 	 
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between SIG Combibloc
GmbH as assignor and The
Bank of New York Mellon
as Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 






 









 






	 	 	 	 	 
	 	 	 	 	Local term covering
	 	 	 	 	“Obligations” as defined
	JURISDICTION	 	DOCUMENTS	 	in the FLICA
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between SIG Combibloc
Zerspanungstechnik GmbH
as assignor and The Bank
of New York Mellon as
Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 
	 
	 	 	 	 
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between SIG Vietnam
Beteiligungs GmbH as
assignor and The Bank of
New York Mellon as
Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 
	 
	 	 	 	 
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between SIG International
Services GmbH as assignor
and The Bank of New York
Mellon as Collateral
Agent, as amended by a
confirmation and
amendment agreement dated
May 4 and November 16,
2010.	 	 
	 
	 	 	 	 
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between SIG Information
Technology GmbH as
assignor and The Bank of
New York Mellon as
Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 
	 
	 	 	 	 
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between Closure Systems
International Holdings
(Germany) GmbH as
assignor and The Bank of
New York Mellon as
Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 
	 
	 	 	 	 
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between Closure Systems
International Deutschland	 	 






 









 






	 	 	 	 	 
	 	 	 	 	Local term covering
	 	 	 	 	“Obligations“ as defined
	JURISDICTION	 	DOCUMENTS	 	in the FLICA
	 

	 	GmbH as assignor and The
Bank of New York Mellon
as Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 
	 
	 	 	 	 
	 

	 	Global Assignment
Agreement dated November
5, 2009 and entered into
between Closure Systems
International Deutschland
Real Estate GmbH & Co. KG
(now collapsed into
Closure Systems
International Deutschland
GmbH) as assignor and The
Bank of New York Mellon
as Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 
	 
	 	 	 	 
	 

	 	Security Transfer
Agreement dated November
5, 2009 and entered into
between SIG Combibloc
Systems GmbH as
transferor and The Bank
of New York Mellon as
Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 
	 
	 	 	 	 
	 

	 	Security Transfer
Agreement dated November
5, 2009 and entered into
between SIG Combibloc
GmbH as transferor and
The Bank of New York
Mellon as Collateral
Agent, as amended by a
confirmation and
amendment agreement dated
May 4 and November 16,
2010.	 	 
	 
	 	 	 	 
	 

	 	Security Transfer
Agreement dated November
5, 2009 and entered into
between SIG Combibloc
Zerspanungstechnik GmbH
as transferor and The
Bank of New York Mellon
as Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 
	 
	 	 	 	 
	 

	 	Security Transfer
Agreement dated November
5, 2009 and entered into
between Closure Systems
International Deutschland
GmbH as transferor and
The Bank of New York
Mellon as Collateral
Agent, as amended by a
confirmation and
amendment agreement dated
May 4 and November 16,
2010.	 	 






 









 






	 	 	 	 	 
	 	 	 	 	Local term covering
	 	 	 	 	“Obligations” as defined
	JURISDICTION	 	DOCUMENTS	 	in the FLICA
	 

	 	IP Assignment Agreement
dated November 5, 2009
and entered into between
SIG Combibloc Systems
GmbH as assignor and The
Bank of New York Mellon
as Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 
	 
	 	 	 	 
	 

	 	IP Assignment Agreement
dated November 5, 2009
and entered into between
SIG Combibloc GmbH as
assignor and The Bank of
New York Mellon as
Collateral Agent, as
amended by a confirmation
and amendment agreement
dated May 4 and November
16, 2010.	 	 
	 
	 	 	 	 
	 

	 	Security Purpose
Agreement dated November
5, 2009 and entered into
between SIG Combibloc
GmbH and Closure Systems
International Deutschland
Real Estate GmbH & Co. KG
(now collapsed into
Closure Systems
International Deutschland
GmbH) as chargors and The
Bank of New York Mellon
as Collateral Agent
relating to certain land
charges, as amended by a
confirmation and
amendment agreement dated
May 4 and November 16,
2010.	 	 
	 
	 	 	 	 
	LUXEMBOURG

	 	Pledge Over Shares
Agreement dated May 4,
2010, and entered into
between SIG Combibloc
Holding GmbH as pledgor
and The Bank of New York
Mellon as Collateral
Agent in respect of
shares in Evergreen
Packaging (Luxembourg)
S.à r.l.
	 	“Secured Obligations”
	 
	 	 	 	 
	UNITED KINGDOM

	 	 Security Over Shares
Agreement between SIG
Combibloc Holding GmbH
and The Bank of New York
Mellon, in respect of the
shares in SIG Combibloc
Limited dated August 16,
2010.
	 	“Secured Liabilities”