144
13.13.
Survival
146
13.14.
[Reserved]
146
13.15.
Register
146
13.16.
Confidentiality
146
13.17.
USA Patriot Act Notice
147
13.18.
[Reserved]
147
13.19.
Waiver of Sovereign Immunity
147
13.20.
Canadian Anti-Money Laundering Legislation
148
13.21.
INTERCREDITOR AGREEMENT
148
13.22.
Absence of Fiduciary Relationship
148
13.23.
Electronic Signatures
149
13.24.
Judgment Currency
149
SECTION 14. CREDIT PARTY GUARANTY
149
14.01.
The Guaranty
149
14.02.
Bankruptcy
150
14.03.
Nature of Liability
150
14.04.
Independent Obligation
150
14.05.
Authorization
150
14.06.
Reliance
151
14.07.
Subordination
151
14.08.
Waiver
151
14.09.
Maximum Liability
152
14.10.
Payments
152
14.11.
Keepwell
152
14.12.
Information
152
14.13.
Severability
152
-iv-
SCHEDULE 1.01A
Unrestricted Subsidiaries SCHEDULE 1.01B
Swap Contracts
SCHEDULE 1.01C
Consolidated EBITDA and Consolidated Fixed Charges SCHEDULE
1.01D
Qualified Account Debtors SCHEDULE 1.01E
Qualified Receivables
Counterparties SCHEDULE 1.01G
Joint Ventures Constituting Permitted
Affiliates SCHEDULE 1.01H
Existing Letters of Credit SCHEDULE 2.01
Commitments SCHEDULE 8.06
Litigation SCHEDULE 8.14
Subsidiaries SCHEDULE
8.17
Insurance SCHEDULE 8.18
Environmental Matters SCHEDULE 8.21
Legal
Names; Types of Organization (and Whether Registered Organization); Jurisdiction
of Organization, etc. SCHEDULE 8.24
Canadian Pension Plans SCHEDULE 8.26
Bank Accounts SCHEDULE 9.03
Business Locations SCHEDULE 9.13
Post-Closing
Actions SCHEDULE 9.17(k)
Insurance SCHEDULE 10.01(iii)
Existing Liens
SCHEDULE 10.04(vii)
Existing Indebtedness SCHEDULE 10.04(xiii)
Certain
Letters of Credit SCHEDULE 10.05(iii)
Existing Investments SCHEDULE 10.06
Affiliate Transactions EXHIBIT A-1
Form of Notice of Borrowing EXHIBIT A-2
Form of Notice of Conversion/Continuation EXHIBIT B-1
Form of U.S. Revolving
Note EXHIBIT B-2
Form of Canadian Revolving Note EXHIBIT B-3
Form of U.S.
Swingline Note EXHIBIT B-4
Form of Canadian Swingline Note EXHIBIT C
Form
of U.S. Tax Compliance Certificate EXHIBIT D
[Reserved] EXHIBIT E-1
Form
of U.S. Security Agreement EXHIBIT E-2
Form of Canadian Security Agreement
EXHIBIT F
Form of Solvency Certificate EXHIBIT G
Form of Compliance
Certificate EXHIBIT H
Form of Assignment and Assumption Agreement EXHIBIT I
Form of Intercreditor Agreement EXHIBIT J
Form of China Intercreditor
Agreement EXHIBIT K
Form of 2015 Intercreditor Agreement
-v-
THIS CREDIT AGREEMENT, dated as of July 24, 2015, among RYERSON HOLDING
CORPORATION ("Holdings"), JOSEPH T. RYERSON & SON, INC., a Delaware corporation,
as the Lead Borrower (the "Lead Borrower"), SUNBELT-TURRET STEEL, INC., a
Pennsylvania corporation ("Sunbelt-Turret"), TURRET STEEL INDUSTRIES, INC., a
Pennsylvania corporation ("Turret Steel"), IMPERIAL TRUCKING COMPANY, LLC, a
Pennsylvania limited liability company ("Imperial Trucking"), WILCOX-TURRET COLD
DRAWN, INC., a Wisconsin corporation ("Wilcox-Turret"), FAY INDUSTRIES, INC., a
Ohio corporation ("Fay"), RYERSON PROCUREMENT CORPORATION, a Delaware
corporation ("Procurement"), each (other than Holdings) as a U.S. Borrower (as
hereinafter defined), RYERSON CANADA, INC., a Canadian corporation (the
"Canadian Borrower"), and each of the other Borrowers (as hereinafter defined)
and Guarantors (as hereinafter defined) party hereto, the Lenders party hereto
from time to time, BANK OF AMERICA, N.A., as the Administrative Agent (in such
capacity the "Administrative Agent") and Collateral Agent (in such capacity, the
"Collateral Agent"). All capitalized terms used herein and defined in Section 1
are used herein as therein defined.
W I T N E S S E T H:
WHEREAS, (a) the