Exhibit 10.15
AMENDMENT TO AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT
THIS AMENDMENT (this “Amendment” ) is entered into as of October 25, 2006, by and among:
(a) Rock-Tenn Financial, Inc., a Delaware corporation ( “Borrower” ),
(b) Rock-Tenn Converting Company, a Georgia corporation ( “Converting” ), as initial Servicer (the
Servicer together with Borrower, the “Loan Parties” and each, a “Loan Party” ),
(c) Variable Funding Capital Company LLC, a Delaware limited liability company, as assignee of Blue
Ridge Asset Funding Corporation ( “VFCC” or a “Conduit” ), and Wachovia Bank, National Association,
in its capacity as liquidity provider to VFCC (together with its successor, “Wachovia” and together with
VFCC, the “VFCC Group” or a “Conduit Group” ),
(d) Three Pillars Funding LLC, a Delaware limited liability company ( “TPF” or a “Conduit” ), and
SunTrust Bank, in its capacity as liquidity provider to TPF (together with its successor, “SunTrust” and
together with TPF, the “TPF Group” or a “Conduit Group” ),
(e) Wachovia Bank, National Association, in its capacity as agent for the VFCC Group (together with its
successors and assigns in such capacity, the “VFCC Agent” or a “Co-Agent” ), and SunTrust Capital
Markets, Inc., in its capacity as agent for the TPF Group (together with its successors and assigns in such
capacity, the “TPF Agent” or a “Co-Agent” ), and
(f) Wachovia Bank, National Association, in it capacity as administrative agent for the Lenders hereunder
or any successor administrative agent hereunder (together with its successors and assigns hereunder, the
“Administrative Agent” and together with the Co-Agents, the “Agents” ),
with respect to that certain Amended and Restated Credit and Security Agreement dated as of October 26,
2005, by and among the parties (the “Existing Agreement” ). The Existing Agreement as amended hereby is
sometimes hereinafter referred to as the “Agreement.”
Unless otherwise indicate