exv4w15w7






Exhibit 4.15.7




Accession Deed



The taking of this document or any certified copy of it or any 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 e-mail communication which refers to any Finance
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attached to an Austrian addressee or sending any e-mail communication carrying an electronic or
digital signature which refers to any Finance 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 e-mail communication which refers to any Finance Document in Austria or sending any e-mail
communication to which a pdf scan of this document is attached to an Austrian addressee or sending
any e-mail communication carrying an electronic or digital signature which refers to any Finance
Document to an Austrian addressee.



This agreement is made by way of deed on March 20, 2012



BY the subsidiaries of Reynolds Group Holdings Limited listed on Schedule I hereto, (collectively,
the “Acceding Parties”);



AND IS SUPPLEMENTAL to an English law governed intercreditor agreement (the “Intercreditor
Agreement”) dated 11 May 2007 as amended and/or restated on 21 June 2007, 29 June 2007, 5 November
2009 and 5 November 2010 and made between, among others, Reynolds Group Holdings Limited (formerly
Rank Group Holdings Limited), Beverage Packaging Holdings (Luxembourg) I S.A., Credit Suisse AG, as
administrative agent, Credit Suisse AG, as senior issuing bank, The Bank of New York Mellon, as
collateral agent, senior secured notes trustee and high yield noteholders trustee and Credit Suisse
AG, as security trustee.



IT IS AGREED as follows:





	1.	 	Words and expressions defined in the Intercreditor Agreement shall bear the same
meaning herein.






	2.	 	Each of the Acceding Parties confirms it has been supplied with a copy of the
Intercreditor Agreement.






	3.	 	Each of the Acceding Parties covenants with the Parties to be bound by the terms of
the Intercreditor Agreement as a Subordinated Guarantor and an Obligor.






	4.	 	Each of the Acceding Parties shall accede to the Intercreditor Agreement in accordance
with the terms thereof.






	5.	 	This agreement and all non contractual obligations arising from or in connection with
it shall be governed by, and construed in accordance with, English law.





[signature pages follow]











 









 








     IN WITNESS whereof this agreement has been duly executed and delivered as a deed on the
day and year first above written by the Acceding Parties.



	 	 	 	 	 	 	 

	Acceding Parties	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING PX COMPANY	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	GRAHAM PACKAGING PX, LLC,
	 	 	)	 
	its general partner	 	 	 	 
	 
	 	 	 	 	 	 
	By
	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding	 	 	 	 
	 

	 	Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING PX, LLC	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding	 	 	 	 
	 

	 	Title: Assistant Secretary	 	 	 	 
	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GPACSUB LLC	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding

Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GPC CAPITAL CORP. I	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding	 	 	 	 
	 

	 	Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GPC CAPITAL CORP. II	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding	 	 	 	 
	 

	 	Title: Assistant Secretary	 	 	 	 





ICA Accession Deed



 









 








	 	 	 	 	 	 	 

	SIGNED as a deed for and on behalf of	 	 	)	 
	GPC OPCO GP LLC	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding	 	 	 	 
	 

	 	Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GPC SUB GP LLC	 	 	)	 
	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding	 	 	 	 
	 

	 	Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING ACQUISITION	 	 	)	 
	CORP.	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding

Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING COMPANY, L.P.	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding

Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING GP ACQUISITION	 	 	)	 
	LLC	 	 	)	 
	 
	 	 	 	 	 	 
	 

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding	 	 	 	 
	 

	 	Title: Assistant Secretary	 	 	 	 






ICA Accession Deed




 









 








	 	 	 	 	 	 	 

	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING LC, L.P.	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding

Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING LP ACQUISITION	 	 	)	 
	LLC	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding

Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING PET	 	 	)	 
	TECHNOLOGIES INC.	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding

Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING PLASTIC	 	 	)	 
	PRODUCTS INC.	 	 	)	 
	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding

Title: Assistant Secretary	 	 	 	 






ICA Accession Deed




 









 








	 	 	 	 	 	 	 

	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING PX HOLDING	 	 	)	 
	CORPORATION	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding	 	 	 	 
	 

	 	Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING REGIOPLAST	 	 	)	 
	STS INC.	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding

Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING MINSTER LLC	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding

Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING HOLDINGS	 	 	)	 
	COMPANY	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	BCP/GRAHAM HOLDINGS L.L.C.,
	 	 	)	 
	its general partner	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding	 	 	 	 
	 

	 	Title: Assistant Secretary	 	 	 	 






ICA Accession Deed





 









 








	 	 	 	 	 	 	 

	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM RECYCLING COMPANY, L.P.	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	GPC SUB GP LLC, its general partner
	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding

Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	GRAHAM PACKAGING WEST	 	 	)	 
	JORDAN, LLC	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding

Title: Assistant Secretary	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED as a deed for and on behalf of	 	 	)	 
	BEVERAGE PACKAGING HOLDINGS	 	 	)	 
	(LUXEMBOURG) IV S.À R.L.	 	 	)	 
	 
	 	 	 	 	 	 
	By

	 	/s/ Helen Dorothy Golding	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Helen Dorothy Golding	 	 	 	 
	 

	 	Title: Authorized Signatory	 	 	 	 






ICA Accession Deed





 









 








	 	 	 	 	 	 	 

	Security Trustee	 	 	 	 
	(for itself and all other parties)	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED	 	 	)	 
	For and on behalf of	 	 	)	 
	CREDIT SUISSE AG	 	 	)	 
	 
	 	 	 	 	 	 
	By:

	 	/s/ [ILLEGIBLE]	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: [ILLEGIBLE]	 	 	 	 
	 

	 	Title: [ILLEGIBLE]	 	 	 	 
	 
	 	 	 	 	 	 
	By:

	 	/s/ [ILLEGIBLE]	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: [ILLEGIBLE]	 	 	 	 
	 

	 	Title: [ILLEGIBLE]	 	 	 	 






ICA Accession Deed




 









 








	 	 	 	 	 	 	 

	Collateral Agent	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED	 	 	)	 
	For and on behalf of	 	 	)	 
	THE BANK OF NEW YORK MELLON	 	 	)	 
	 
	 	 	 	 	 	 
	By:

	 	/s/ Catherine F. Donohue	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Catherine F. Donohue 	 	 	 	 
	 

	 	Title: Vice President	 	 	 	 
	 
	 	 	 	 	 	 
	Senior Agent	 	 	 	 
	 
	 	 	 	 	 	 
	SIGNED	 	 	)	 
	For and on behalf of	 	 	)	 
	CREDIT SUISSE AG, CAYMAN ISLANDS 

BRANCH	 	 	)	 
	 
	 	 	 	 	 	 
	By:

	 	/s/ Robert Hetu	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Robert Hetu	 	 	 	 
	 

	 	Title: Managing Director	 	 	 	 
	 
	 	 	 	 	 	 
	By:

	 	/s/ Kevin Buddhdew	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	Name: Kevin Buddhdew	 	 	 	 
	 

	 	Title: Associate	 	 	 	 






ICA Accession Deed








 









 








SCHEDULE I




Subsidiaries of Reynolds Group Holdings Limited




	 	 	 
	Entity Name	 	Registered Office Address
	United States Jurisdictions
	 	 
	 
	 	 
	1. Graham Packaging PX Company (formerly
Plaxicon Company)

	 	Alex Iniguez, 10660
Acacia, Rancho Cucamonga,
San Bernardino County,
California 91730
	 
	 	 
	2. Graham Packaging PX, LLC (formerly
Plaxicon, LLC)

	 	Alex Iniguez, 10660
Acacia, Rancho Cucamonga,
San Bernardino County,
California 91730
	 
	 	 
	3. GPACSUB LLC

	 	The Corporation Trust
Company, 1209 Orange
Street, Wilmington, New
Castle County, Delaware
19801
	 
	 	 
	4. GPC Capital Corp. I

	 	Corporation Service
Company, 1013 Centre Road,
Wilmington, New Castle
County, Delaware 19805
	 
	 	 
	5. GPC Capital Corp. II

	 	Corporation Service
Company, 1013 Centre Road,
Wilmington, New Castle
County, Delaware 19805
	 
	 	 
	6. GPC Opco GP LLC

	 	Corporation Service
Company, 1013 Centre Road,
Wilmington, New Castle
County, Delaware 19805
	 
	 	 
	7. GPC Sub GP LLC

	 	Corporation Service
Company, 1013 Centre Road,
Wilmington, New Castle
County, Delaware 19805
	 
	 	 
	8. Graham Packaging Acquisition Corp.

	 	The Corporation Trust
Company, 1209 Orange
Street, Wilmington, New
Castle County, Delaware
19801
	 
	 	 
	9. Graham Packaging Company, L.P.

	 	The Corporation Trust
Company, 1209 Orange
Street, Wilmington, New
Castle County, Delaware
19801
	 
	 	 
	10. Graham Packaging GP Acquisition LLC

	 	The Corporation Trust
Company, 1209 Orange
Street, Wilmington, New
Castle County, Delaware
19801
	 
	 	 
	11. Graham Packaging LC, L.P. (Formerly
Liquid Container, L.P.)

	 	The Corporation Trust
Company, 1209 Orange
Street, Wilmington, New
Castle County, Delaware
19801
	 
	 	 
	12. Graham Packaging LP Acquisition LLC

	 	The Corporation Trust
Company, 1209 Orange
Street, Wilmington, New
Castle County, Delaware 19801







 









 






	 	 	 
	Entity Name	 	Registered Office Address
	13. Graham Packaging PET Technologies
Inc.

	 	The Corporation Trust
Company, 1209 Orange
Street, Wilmington, New
Castle County, Delaware
19801
	 
	 	 
	14. Graham Packaging Plastic Products
Inc.

	 	The Corporation Trust
Company, 1209 Orange
Street, Wilmington, New
Castle County, Delaware
19801
	 
	 	 
	15. Graham Packaging PX Holding
Corporation (formerly Plaxicon Holding
Corporation)

	 	The Corporation Trust
Company, 1209 Orange
Street, Wilmington, New
Castle County, Delaware
19801
	 
	 	 
	16. Graham Packaging Regioplast STS Inc.

	 	The Corporation Trust
Company, 1209 Orange
Street, Wilmington, New
Castle County, Delaware
19801
	 
	 	 
	17. Graham Packaging Minster LLC

	 	CT Corporation System,
36 East 7th
Street, Suite 2400,
Cincinnati, Hamilton
County, Ohio 45202
	 
	 	 
	18. Graham Packaging Holdings Company

	 	1420 Sixth Avenue,
York, York County,
Pennsylvania 17405
	 
	 	 
	19. Graham Recycling Company, L.P.

	 	1420 Sixth Avenue,
York, York County,
Pennsylvania 17405
	 
	 	 
	20. Graham Packaging West Jordan, LLC

	 	CT Corporation System,
50 West Broadway, Salt Lake
City, Salt Lake County,
Utah 84101
	 
	 	 
	Non-United States Jurisdictions
	 	 
	 
	 	 
	21. Beverage Packaging Holdings (Luxembourg)
IV S.à r.l.

	 	6C rue Gabriel
Lippmann, L-5365 Munsbach,
Grand-Duché de Luxembourg