the day and year first above written.
PARENT:
IRON MOUNTAIN INCORPORATED
By: /s/Christopher LaRochelle
Name: Christopher LaRochelle
Title: Vice President and Treasurer
COMPANY:
IRON MOUNTAIN INFORMATION MANAGEMENT, LLC
LaRochelle
Name: Christopher LaRochelle
Title: Vice President and Treasurer
SUBSIDIARY GUARANTORS:
IRON MOUNTAIN FULFILLMENT SERVICES, INC.
IRON MOUNTAIN INTELLECTUAL PROPERTY MANAGEMENT, INC.
IRON MOUNTAIN GLOBAL LLC
IRON MOUNTAIN US HOLDINGS, INC.
IRON MOUNTAIN SECURE SHREDDING, INC.
IRON MOUNTAIN INFORMATION MANAGEMENT SERVICES, INC.
IRON MOUNTAIN GLOBAL HOLDINGS, INC.
NETTLEBED ACQUISITION CORP.
IRON MOUNTAIN DATA CENTER, LLC
LaRochelle
Name: Christopher LaRochelle
Title: Vice President and Treasurer
CANADIAN BORROWERS:
IRON MOUNTAIN CANADA OPERATIONS ULC
IRON MOUNTAIN INFORMATION MANAGEMENT SERVICES CANADA, INC.
IRON MOUNTAIN SECURE SHREDDING CANADA, INC.
LaRochelle
Name: Christopher LaRochelle
Title: Vice President and Treasurer
ACKNOWLEDGED:
IM CLOSE GMBH
LaRochelle
Name: Christopher LaRochelle
Title: Managing Director
IRON MOUNTAIN EUROPE PLC
IRON MOUNTAIN HOLDINGS (EUROPE) LIMITED
By /s/Patrick Keddy
Name: Patrick Keddy
Title: Director
IRON MOUNTAIN SOUTH AMERICA S.À.R.L.
LaRochelle
Name: Christopher LaRochelle
Title: Manager
IRON MOUNTAIN INTERNATIONAL (HOLDINGS) LIMITED
By /s/Patrick Keddy
Name: Patrick Keddy
Title: Director
IRON MOUNTAIN (UK) PLC
By /s/Patrick Keddy
Name: Patrick Keddy
Title: Director
IRON MOUNTAIN AUSTRIA ARCHIVIERUNG GMBH
By: /s/Robert Nedeljkovic
Name: Robert Nedeljkovic
Title: Managing Director
IRON MOUNTAIN INTERNATIONAL HOLDINGS BV
By: /s/Jeroen Strik
Name: Jeroen Strik
Title: Director B
IRON MOUNTAIN LUXEMBOURG SERVICES
S.À R.L., LUXEMBOURG, SCHAFFHAUSEN BRANCH
LaRochelle
Name: Christopher LaRochelle
Title: Manager
EXHIBIT B
IRON MOUNTAIN INCORPORATED
UNSECURED BRIDGE FACILITY
Summary of Terms and Conditions
_______________________
I. PARTIES
Borrower:
The Parent (the "Borrower")
Guarantors:
Each of the entities that (i) is a guarantor (a "Notes Guarantor") as of the
date hereof under the Senior Indenture, dated as of September 18, 2017, among
the Parent, as issuer and Wells Fargo Bank, National Association, as trustee and
each of the Notes Guarantors party thereto, with respect to the 4.875% Senior
Notes Due 2027 (the "Senior Unsecured Indenture"), (ii) to the extent not a
Notes Guarantor under the Senior Unsecured Indenture as of the date hereof, any
direct or indirect domestic subsidiary of the Parent that, after the date
hereof, is required to become a Notes Guarantor under the Senior Unsecured
Indenture as in effect on the date hereof and (iii) is (or is required to
become) a guarantor of senior notes issued by the Parent after the Closing Date
(the entities in clauses (i) through (iii), the "Guarantors").
Joint Lead Arrangers and Joint Bookrunners:
Barclays Bank PLC ("Barclays") and JPMorgan Chase Bank, N.A. ("JPMorgan"), as
joint lead arrangers and joint bookrunners (in such capacity, the "Lead
Arrangers")
Administrative Agent:
Barclays (in such capacity, the "Administrative Agent").
Lenders:
The Initial Lenders and a syndicate of banks, financial institutions and other
entities, arranged by the Lead Arrangers in consultation with the Parent
(collectively, the "Lenders").
II. BRIDGE FACILITY
Type and Amount:
A term facility in the amount of up to $1,100,000,000 (the "Bridge Facility";
the loans thereunder, the "Bridge Loans").
Availability:
One drawing in U.S. dollars may be made under the Bridge