4
IN WITNESS WHEREOF, the Pledgor, the Pledgee and the Issuer have caused this
Agreement to be executed by their duly elected officers duly authorized as of
the date first above written.
[
],
as Pledgor
By:
Name:
Title:
DEUTSCHE BANK AG NEW YORK BRANCH,
not in its individual capacity but solely as Collateral
Agent and Pledgee
By:
Name:
Title:
By:
Name:
Title:
[
],
the Issuer
By:
Name:
Title:
EXHIBIT I-1
FORM OF US SECURITY AGREEMENT
among
SILGAN HOLDINGS INC.,
SILGAN CONTAINERS LLC,
SILGAN PLASTICS LLC,
SILGAN CONTAINERS MANUFACTURING CORPORATION,
SILGAN CAN COMPANY,
CERTAIN OTHER SUBSIDIARIES OF SILGAN HOLDINGS INC.
and
DEUTSCHE BANK AG NEW YORK BRANCH,
as Collateral Agent
Dated as of July 7, 2010
EXHIBIT I-1
FORM OF SECURITY AGREEMENT
SECURITY AGREEMENT, dated as of July 7, 2010 (as the same may be amended,
modified and/or supplemented from time to time, this "Agreement"), made by each
of the undersigned assignors (each an "Assignor" and, together with any other
entity that becomes an assignor hereunder pursuant to Section 10.13 hereof, the
"Assignors") in favor of DEUTSCHE BANK AG NEW YORK BRANCH, as Collateral Agent
(together with any successor Collateral Agent, the "Collateral Agent"), for the
benefit of the Secured Creditors (as defined below). Except as otherwise defined
herein, all capitalized terms used herein and defined in the Credit Agreement
(as defined below) shall be used herein as therein defined.
W I T N E S S E T H:
WHEREAS, Silgan Holdings Inc. ("Silgan"), Silgan Containers LLC ("Containers"),
Silgan Plastics LLC ("Plastics"), Silgan Containers Manufacturing Corporation
("Manufacturing"), Silgan Can Company ("CanCo"), Silgan Plastics Canada Inc.
("Silgan Canada"), each other Borrower from time to time party thereto, the
lenders from time to time party thereto (the "Lenders", and each, a "Lender"),
Deutsche Bank AG New York Branch, as Administrative Agent (in such capacity, and
together with any successor administrative agent, the "Administrative Agent"),
Banc of America Securities LLC, as Syndication Agent (in such capacity, the
"Syndication Agent"), The Royal Bank of Scotland plc, Wells Fargo Bank N.A. and
BNP Paribas, as Co-Documentation Agents (in such capacity, the "Co-Documentation
Agents"), and Deutsche Bank Securities Inc. and Banc of America Securities LLC,
as Joint Lead Arrangers and Joint Book Managers (in such capacities, the "Joint
Lead Arrangers") have entered into a Credit Agreement, dated as of July 7, 2010
(as amended, modified and/or supplemented from time to time, the "Credit
Agreement"), providing for the making of Loans to, and the issuance of, and
participation in, Letters of Credit for the account of, the Borrowers as
contemplated therein (the Lenders, the Administrative Agent, the Issuing
Lenders, the Syndication Agent, the Co-Documentation Agents, the Joint Lead
Arrangers and the Collateral Agent are collectively referred to herein as the
"Lender Creditors");
WHEREAS, one or more of the Borrowers or Subsidiaries thereof have heretofore
entered into, or may from time to time after the date hereof enter into one or
more other Interest Rate Protection Agreements or Other Hedging Agreements with
any Lender