CLAIMS
Grantor
Commercial Tort Claims
IV.
LETTER OF CREDIT RIGHTS
Grantor
Description of Letters of Credit
5.2-3
V.
WAREHOUSEMAN, BAILEES AND OTHER THIRD
PARTIES IN POSSESSION OF COLLATERAL
Grantor
Description of Property
Name and Address of Third Party
VI.
TIMBER
Grantor
Location
5.2-4
SCHEDULE 5.4 TO
PLEDGE AND SECURITY AGREEMENT
FINANCING STATEMENTS:
Grantor
Filing Jurisdiction(s)
5.4-1
SCHEDULE 5.5
TO PLEDGE AND SECURITY AGREEMENT
Grantor
Location of Equipment and Inventory
5.5-1
EXHIBIT A
TO PLEDGE AND SECURITY AGREEMENT
PLEDGE SUPPLEMENT
This PLEDGE SUPPLEMENT, dated [mm/dd/yy], is delivered by [NAME OF GRANTOR] a
[NAME OF STATE OF INCORPORATION] [Corporation] (the "Grantor") pursuant to the
Pledge and Security Agreement (First Lien), dated as of February 22, 2008 (as it
may be from time to time amended, restated, modified or supplemented, the
"Security Agreement"), among Aldabra Holding Sub LLC, a Delaware limited
liability company, Aldabra Sub LLC, a Delaware limited liability company, to be
merged with and into Boise Paper Holdings, L.L.C., a Delaware limited liability
company, the other Grantors named therein, and Goldman Sachs Credit Partners
L.P., as the Collateral Agent.
Capitalized terms used herein not otherwise
defined herein shall have the meanings ascribed thereto in the Security
Agreement.
Grantor hereby confirms the grant to the Collateral Agent set forth in the
Security Agreement of, and does hereby grant to the Collateral Agent, a security
interest in all of Grantor's right, title and interest in and to all Collateral
to secure the Secured Obligations, in each case whether now or hereafter
existing or in which Grantor now has or hereafter acquires an interest and
wherever the same may be located.
Grantor represents and warrants that the
attached Supplements to Schedules accurately and completely in all material
respects set forth the additional information required to be provided pursuant
to the Security Agreement and hereby agrees that such Supplements to Schedules
shall constitute part of the Schedules to the Security Agreement.
THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER AND ALL
CLAIMS AND CONTROVERSIES ARISING OUT OF THE SUBJECT MATTER HEREOF WHETHER
SOUNDING IN CONTRACT LAW, TORT LAW OR OTHERWISE SHALL BE GOVERNED BY, AND SHALL
BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK,
WITHOUT REGARD TO CONFLICTS OF LAW PROVISIONS THAT WOULD RESULT IN THE
APPLICATION OF ANY OTHER LAW (OTHER THAN ANY MANDATORY PROVISIONS OF THE UCC
RELATING TO THE LAW GOVERNING PERFECTION AND THE EFFECT OF PERFECTION OF THE
SECURITY INTEREST).
IN WITNESS WHEREOF, Grantor has caused this Pledge Supplement to be duly
executed and delivered by its duly authorized officer as of [mm/dd/yy].
[NAME OF GRANTOR]
By:
Name:
Title:
B-1
SUPPLEMENT TO SCHEDULE 5.1
TO PLEDGE AND SECURITY AGREEMENT
Additional Information:
GENERAL INFORMATION
(A)
Full Legal Name, Type of Organization,
Jurisdiction of Organization, Chief Executive Office/Sole Place of Business and
Organizational Identification Number of each Grantor:
Full Legal
Name
Type of
Organization
Jurisdiction of
Organization
Chief Executive
Office/Sole Place of
Business
Organization I.D.#
(B)
Other Names