Powers of the Administrative Agent
105
105
Waiver
105
Notices
105
Expenses Etc
105
Indemnification
106
Amendments. Etc
106
Successors and Assigns
107
iii
Page
Confidentiality
109
Survival
109
Captions
109
Counterparts; Integration
110
GOVERNING LAW; SUBMISSION TO JURISDICTION; WAIVER OF JURY TRIAL
110
Parent, Canadian Borrower's, Swiss Borrower's and Other Subsidiary Borrowers'
Agent
110
Designation of Indebtedness
111
Reserved
111
USA PATRIOT Act
111
Additional Borrowers
111
Releases of Guarantees and Liens
111
iv
Schedules
SCHEDULE I
-
Commitments
SCHEDULE II
-
Subsidiaries; Investments in Joint Ventures and Other Persons
SCHEDULE III
-
Credit Agreements, Indentures, Leases
SCHEDULE IV
-
Existing Letters of Credit
Exhibits
EXHIBIT A-1
-
Form of Revolving Credit Note
EXHIBIT A-2
-
Form of Term Note
EXHIBIT B
-
Company Guaranty
EXHIBIT C
-
Company Pledge Agreement
EXHIBIT D
-
Parent Guaranty
EXHIBIT E
-
Parent Pledge Agreement
EXHIBIT F
-
Subsidiary Guaranty
EXHIBIT G
-
Subsidiary Pledge Agreement
EXHIBIT H
-
Canadian Borrower Pledge Agreement
EXHIBIT I-1
-
Form of Opinion of Special New York Counsel to the Company
EXHIBIT I-2
-
Form of Opinion of Special Nova Scotia Counsel to the Canadian Borrower
EXHIBIT J
-
Form of Opinion of Special New York Counsel to the Administrative Agent
EXHIBIT K
-
Form of Commitment Increase Supplement
EXHIBIT L
-
Form of Additional Lender Supplement
EXHIBIT M
-
Form of Incremental Term Loan Activation Notice
EXHIBIT N
-
Form of Assignment and Assumption
EXHIBIT O-1
-
Form of Borrowing Subsidiary Agreement
EXHIBIT O-2
-
Form of Borrowing Subsidiary Termination
Annexes
ANNEX A
-
Canadian Borrower Provisions
v
CREDIT AGREEMENT dated as of June 27, 2011, among: IRON MOUNTAIN INCORPORATED, a
corporation duly organized and validly existing under the laws of the State of
Delaware (together with its successors and as more fully defined below, the
"Parent"); IRON MOUNTAIN INFORMATION MANAGEMENT, INC., a corporation duly
organized and validly existing under the laws of the State of Delaware (together
with its successors and as more fully defined below, the "Company"); IRON
MOUNTAIN CANADA CORPORATION, a company organized and existing under the laws of
the Province of Nova Scotia (the "Canadian Borrower"); IRON MOUNTAIN SWITZERLAND
GMBH, a company organized and existing under the laws of Switzerland (the "Swiss
Borrower"); IRON MOUNTAIN EUROPE LIMITED, a company organized and existing under
the laws of the United Kingdom ("IM Europe"); IRON MOUNTAIN AUSTRALIA PTY LTD.,
a company formed under the laws of Australia ("IM Australia"), IRON MOUNTAIN
INFORMATION MANAGEMENT (LUXEMBOURG) S.C.S., a company organized under the laws
of Luxembourg ("IMIM Luxembourg"); IRON MOUNTAIN LUXEMBOURG SARL, a company
organized under the laws of Luxembourg ("IM Luxembourg", and together with IM
Europe, IM Australia, IMIM Luxembourg, the "Other Subsidiary Borrowers"); each
of the lenders that is listed under the caption "US$ LENDERS" on the signature
pages hereto and each lender or financial institution that becomes a "US$
Lender" after the date hereof pursuant to Section 12.06 hereof (individually,
together with its successors, a "US$ Lender" and, collectively, together with