Register
111
11.8.4
Participations
111
11.8.5
Certain Pledges; Successors and Assigns Generally
112
11.9
Confidentiality
112
11.9.1
General
112
11.9.2
Sharing Information With Affiliates of the Lenders
113
11.10
Counterparts; Integration; Effectiveness
113
11.10.1
Counterparts; Integration; Effectiveness
113
11.11
CHOICE OF LAW; SUBMISSION TO JURISDICTION; WAIVER OF VENUE; SERVICE OF PROCESS;
WAIVER OF JURY TRIAL
113
11.11.1
Governing Law
113
11.11.2
SUBMISSION TO JURISDICTION
113
11.11.3
WAIVER OF VENUE
114
11.11.4
SERVICE OF PROCESS
114
11.11.5
WAIVER OF JURY TRIAL
114
11.12
USA Patriot Act Notice
115
11.13
Joinder of Guarantors
115
11.14
Funding by Branch, Subsidiary or Affiliate
115
11.14.1
Notional Funding
115
11.14.2
Actual Funding
115
11.15
Amendment and Restatement, No Novation
116
(vi)
LIST OF SCHEDULES AND EXHIBITS
SCHEDULES
SCHEDULE 1.1(A)
-
PRICING GRID
SCHEDULE 1.1(B)
-
COMMITMENTS OF LENDERS AND ADDRESSES FOR NOTICES
SCHEDULE 1.1(E)
-
EXCLUDED SUBSIDIARIES
SCHEDULE 1.1(L)
-
LANDLORD'S WAIVERS - LOCATIONS
SCHEDULE 1.1(P)
-
PERMITTED LIENS
SCHEDULE 2.9.1
-
EXISTING LETTERS OF CREDIT
SCHEDULE 6.1.1
-
QUALIFICATIONS TO DO BUSINESS
SCHEDULE 6.1.3
-
SUBSIDIARIES
SCHEDULE 6.1.7
-
LITIGATION
SCHEDULE 6.1.8
-
OWNED AND LEASED REAL PROPERTY
SCHEDULE 6.1.13
-
CONSENTS AND APPROVALS
SCHEDULE 6.1.15
-
PATENTS, TRADEMARKS, COPYRIGHTS, LICENSES, ETC.
SCHEDULE 6.1.18
-
PARTNERSHIP AGREEMENTS; LLC AGREEMENTS
SCHEDULE 6.1.19
-
INSURANCE POLICIES
SCHEDULE 6.1.21
-
MATERIAL CONTRACTS
SCHEDULE 6.1.23
-
EMPLOYEE BENEFIT PLAN DISCLOSURES
SCHEDULE 6.1.25
-
ENVIRONMENTAL DISCLOSURES
SCHEDULE 7.1.1
-
MATTERS TO BE ADDRESSED BY OPINION(S) OF COUNSEL
SCHEDULE 8.1.3
-
INSURANCE REQUIREMENTS RELATING TO COLLATERAL
SCHEDULE 8.2.1
-
PERMITTED INDEBTEDNESS
SCHEDULE 8.2.3
-
GUARANTIES
SCHEDULE 8.2.4
-
PERMITTED LOANS AND INVESTMENTS
SCHEDULE 8.2.9
-
PERMITTED PARTNERSHIPS, LLCs, JOINT VENTURES
SCHEDULE 8.2.10
-
BUSINESS DESCRIPTIONS
EXHIBITS
EXHIBIT 1.1(A)
-
ASSIGNMENT AND ASSUMPTION AGREEMENT
EXHIBIT 1.1(G)(1)
-
GUARANTOR JOINDER
EXHIBIT 1.1(G)(2)
-
GUARANTY AGREEMENT
EXHIBIT 1.1(I)
-
INTERCOMPANY SUBORDINATION AGREEMENT
EXHIBIT 1.1(N)(1)
-
REVOLVING CREDIT NOTE
EXHIBIT 1.1(N)(2)
-
SWING LOAN NOTE
EXHIBIT 1.1(P)(1)
-
PATENT, TRADEMARK AND COPYRIGHT SECURITY AGREEMENT
EXHIBIT 1.1(P)(2)
-
PLEDGE AGREEMENT
EXHIBIT 1.1(S)
-
SECURITY AGREEMENT
EXHIBIT 2.5.1
-
LOAN REQUEST
EXHIBIT 2.5.2
-
SWING LOAN REQUEST
EXHIBIT 2.11
-
LENDER JOINDER
EXHIBIT 5.9.7(A)
-
U.S. TAX COMPLIANCE CERTIFICATE (For Foreign Lenders That Are Not Partnerships
For U.S. Federal Income Tax Purposes)
EXHIBIT 5.9.7(B)
-
U.S. TAX COMPLIANCE CERTIFICATE (For Foreign Participants That Are Not
Partnerships For U.S. Federal Income Tax Purposes)
EXHIBIT 5.9.7(C)
-
U.S. TAX COMPLIANCE CERTIFICATE (For Foreign Participants That Are Partnerships
For U.S. Federal Income Tax Purposes)
EXHIBIT 5.9.7(D)
-
U.S. TAX COMPLIANCE CERTIFICATE (For Foreign Lenders That Are Partnerships For
U.S. Federal Income Tax Purposes)
EXHIBIT 7.1.16
-
LANDLORD'S WAIVER
EXHIBIT 8.2.6
-
ACQUISITION COMPLIANCE CERTIFICATE
EXHIBIT 8.3.3
-
QUARTERLY COMPLIANCE CERTIFICATE
(vii)
AMENDED AND RESTATED CREDIT AGREEMENT
THIS AMENDED AND RESTATED CREDIT AGREEMENT (as hereafter amended, the
"Agreement") is dated as of March 27, 2013 and is made by and among KOPPERS
INC., a Pennsylvania corporation (the "Borrower"), each of the GUARANTORS (as
hereinafter defined), the LENDERS (as hereinafter defined), PNC BANK, NATIONAL
ASSOCIATION, in its capacity as