AMENDMENT No. 11 dated as of 4, 2016 (this “Amendment”), related to the Fourth Amended and Restated Credit Agreement dated as of August 5, 2016 (as amended, supplemented or modified from time to time, the “Credit Agreement”), by and among Reynolds Group Holdings Inc. (“RGHI”), Reynolds Consumer Products Holdings LLC, Pactiv LLC, Evergreen Packaging Inc., Reynolds Consumer Products LLC, Closure Systems International Inc., Graham Packaging Company Inc., Closure Systems International Holdings LLC, Beverage Packaging Holdings (Luxembourg) III S.à r.l., Closure Systems International B.V., Reynolds Group Holdings Limited (“Holdings”), the Guarantors from time to time party thereto, the Lenders from time to time party thereto and Credit Suisse AG, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

A.Pursuant to Section 9.08(c) of the Credit Agreement, Holdings, the Borrowers and the Administrative Agent desire to amend the Credit Agreement on the terms and subject to the conditions set forth herein.

B.Capitalized terms used but not defined herein shall have the meanings assigned to them in the Credit Agreement.

Accordingly, in consideration of the mutual agreements herein contained and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties hereto agree as follows:

SECTION 1. Defined Terms; Interpretation; Etc. The rules of construction set forth in Section 1.02 of the Credit Agreement shall apply mutatis mutandis to this Amendment. This Amendment shall be a “Loan Document” for all purposes of the Credit Agreement and the other Loan Documents.

SECTION 2. Amendment to Credit Agreement. The definition of the term “Senior Secured Notes” set forth in Section 1.01 of the Credit Agreement is hereby amended by inserting the following parenthetical immediately before the comma at the end of clause (x) of the proviso thereto:

“(or in the case of such Indebtedness incurred pursuant to Section 6.01(bb), the final maturity date and weighted average life to maturity thereof satisfy the requirements set forth in clauses (ii)(A)(I) and (ii)(A)(II), respectively, of the proviso to Section 6.01(bb))”.

SECTION 3. Conditions Precedent to Effectiveness of Amendment. The effectiveness of this Amendment shall be subject to the satisfaction of the following conditions precedent (the date on which such conditions precedent are satisfied being referred to herein as the “Effective Date”):

(a) The Administrative Agent shall have received counterparts of this Amendment that, when taken together, bear the signatures of (i) Holdings, (ii) each Borrower and (iii) the Administrative Agent.

[SIGNATURE PAGE TO AMENDMENT NO. 11]

(b) This Amendment shall have been posted to the Lenders for a period of five Business Days, and the Required Lenders shall not have objected in writing to this Amendment within such five Business Day period.

The Administrative Agent shall notify the Borrowers and the Lenders of the Effective Date, and such notice shall be conclusive and binding.

SECTION 4. Effect of Amendment. Except as expressly set forth herein, this Amendment shall not, by implication or otherwise, limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Lenders, the Administrative Agent or the Collateral Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. After the date hereof, any reference in any Loan Document to the Credit Agreement shall be deemed to refer without further amendment to the Credit Agreement as modified hereby.

SECTION 5. Counterparts. This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same contract. Delivery of an executed counterpart of a signature page of this Amendment by facsimile or electronic transmission shall be as effective as delivery of a manually executed counterpart hereof.

SECTION 6. Applicable Law. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.

SECTION 7. Headings. The headings of this Amendment are for purposes of reference only and shall not limit or otherwise affect the meaning hereof.

[Remainder of page intentionally left blank]

[SIGNATURE PAGE TO AMENDMENT NO. 11]

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by their respective authorized officers as of the day and year first above written.

REYNOLDS GROUP HOLDINGS LIMITED
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory
and witnessed by
	Name: /s/ Pru Wylie
	Address:
	Occupation:

[SIGNATURE PAGE TO AMENDMENT NO. 11]

EXECUTION VERSION

Canada

EVERGREEN PACKAGING CANADA LIMITED
By
	/s/ John C. Pekar
	Name: John C. Pekar
	Title: Secretary and Vice President

PACTIV CANADA INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Vice President

REYNOLDS CONSUMER PRODUCTS CANADA INC.
By
	/s/ Joseph E. Doyle
	Name: Joseph E. Doyle
	Title: Assistant Secretary

2

Luxembourg

BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) I S.A., a public limited liability company (société anonyme) with registered office at 6C rue Gabriel Lippmann, L-5365 Munsbach, Grand-Duchy of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 128.592
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory

BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) II S.A, a public limited liability company (société anonyme) with registered office at 6C rue Gabriel Lippmann, L-5365 Munsbach, Grand-Duchy of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 128.914
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory

3

Luxembourg

BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) III S.À R.L., a private limited liability company (société à responsabilité limitée) with registered office at 6C rue Gabriel Lippmann, L-5365 Munsbach, Grand-Duchy of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 128.135 and having a share capital of EUR 404,969,325
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory

BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) IV S.À R.L., a private limited liability company (société à responsabilité limitée) with registered office at 6C rue Gabriel Lippmann, L-5365 Munsbach, Grand-Duchy of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 165957 and having a share capital of EUR 12,500
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory

4

Luxembourg

BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) V S.À., a public limited liability company (société anonyme) with registered office at 6C rue Gabriel Lippmann, L-5365 Munsbach, Grand-Duchy of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 173,603
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory
BEVERAGE PACKAGING HOLDINGS (LUXEMBOURG) VI S.À R.L., a private limited liability company (société à responsabilité limitée) with registered office at 6C rue Gabriel Lippmann, L-5365 Munsbach, Grand-Duchy of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 173,602 and with a share capital of EUR 55,012,500
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory

5

Luxembourg

EVERGREEN PACKAGING (LUXEMBOURG) S.À R.L., a private limited liability company (société à responsabilité limitée) with registered office at 6c, rue Gabriel Lippmann, L-5365 Munsbach, Grand-Duchy of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 152.662 and having a share capital of EUR 12,500
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory

REYNOLDS GROUP ISSUER (LUXEMBOURG) S.A., a public limited liability company (société anonyme) with registered office at 6C rue Gabriel Lippmann, L-5365 Munsbach, Grand-Duchy of Luxembourg, registered with the Luxembourg register of commerce and companies under number B 148.957
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory

6

The Netherlands

CLOSURE SYSTEMS INTERNATIONAL B.V.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory

EVERGREEN PACKAGING INTERNATIONAL B.V.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory

REYNOLDS PACKAGING INTERNATIONAL B.V.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory

7

New Zealand

BEVERAGE PACKAGING (NEW ZEALAND) LIMITED
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Authorised Signatory
and witnessed by
	Name: /s/ Pru Wylie
	Address:
	Occupation:

8

United States

BAKERS CHOICE PRODUCTS, INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary

BCP/GRAHAM HOLDINGS L.L.C.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

BEVERAGE PACKAGING HOLDINGS II ISSUER INC
By
	/s/ Carl John Getz
	Name: Carl John Getz
	Title: Secretary and Vice President

BLUE RIDGE HOLDING CORP.
By
	/s/ John C. Pekar
	Name: John C. Pekar
	Title: Secretary and Vice President

9

BRPP, LLC. BY: BLUE RIDGE PAPER PRODUCTS INC., AS MANAGER OF BRPP, LLC
By
	/s/ John C. Pekar
	Name: John C. Pekar
	Title: Secretary and Vice President

United States

BLUE RIDGE PAPER PRODUCTS INC.
By
	/s/ John C. Pekar
	Name: John C. Pekar
	Title: Secretary and Vice President

CLOSURE SYSTEMS INTERNATIONAL AMERICAS, INC.
By
	/s/ Blake Hancock
	Name: Blake Hancock
	Title: Vice President and Treasurer

CLOSURE SYSTEMS INTERNATIONAL HOLDINGS LLC
By:
	/s/ Blake Hancock
	Name: Blake Hancock
	Title: Vice President and Treasurer

10

CLOSURE SYSTEMS INTERNATIONAL INC.
By
	/s/ Blake Hancock
	Name: Blake Hancock
	Title: Vice President and Treasurer

CLOSURE SYSTEMS INTERNATIONAL PACKAGING MACHINERY, INC.
By
	/s/ Blake Hancock
	Name: Blake Hancock
	Title: Vice President and Treasurer

United States

CLOSURE SYSTEMS MEXICO HOLDINGS LLC
By
	/s/ Blake Hancock
	Name: Blake Hancock
	Title: Vice President and Treasurer

CSI MEXICO LLC
By
	/s/ Blake Hancock
	Name: Blake Hancock
	Title: Vice President and Treasurer

11

CSI SALES & TECHNICAL SERVICES INC.
By
	/s/ Blake Hancock
	Name: Blake Hancock
	Title: Vice President and Treasurer

EVERGREEN PACKAGING INC.
By
	/s/ John C. Pekar
	Name: John C. Pekar
	Title: Secretary and Vice President

GPC HOLDINGS LLC
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

United States

GPC OPCO GP LLC
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

12

GPC SUB GP LLC
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

GRAHAM PACKAGING ACQUISITION CORP.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

GRAHAM PACKAGING COMPANY INC.
By
	/s/ Mark Lightfoot
	Name: Mark Lightfoot
	Title: Secretary and Vice President

GRAHAM PACKAGING COMPANY, L.P.
By: GPC OPCO GP L.L.C., its general partner
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

United States

13

GRAHAM PACKAGING HOLDINGS COMPANY
By: BCP/Graham Holdings L.L.C., its general partner
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

GRAHAM PACKAGING PET TECHNOLOGIES INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

GRAHAM PACKAGING PLASTIC PRODUCTS INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

GRAHAM PACKAGING PX COMPANY
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

14

United States

GRAHAM PACKAGING PX HOLDING CORPORATION
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

GRAHAM PACKAGING PX, LLC
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

PACTIV INTERNATIONAL HOLDINGS INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Vice President

PACTIV LLC
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Vice President

15

PACTIV MANAGEMENT COMPANY LLC
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Vice President

United States

PACTIV PACKAGING INC.
By
	/s/ Joseph E. Doyle
	Name: Joseph E. Doyle
	Title: Assistant Secretary

PCA WEST INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Vice President

RENPAC HOLDINGS INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Secretary

REYNOLDS CONSUMER PRODUCTS HOLDINGS LLC
By:
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Secretary and Vice President

16

REYNOLDS CONSUMER PRODUCTS LLC
By:
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary

United States

REYNOLDS GROUP ISSUER INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary

REYNOLDS GROUP ISSUER LLC
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary

REYNOLDS GROUP HOLDINGS INC.
By:
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Secretary

17

REYNOLDS MANUFACTURING, INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Secretary

REYNOLDS PRESTO PRODUCTS INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary

United States

REYNOLDS SERVICES INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Secretary

SOUTHERN PLASTICS, INC.
By
	/s/ Blake Hancock
	Name: Blake Hancock
	Title: Vice President and Treasurer

18

TRANS WESTERN POLYMERS, INC.
By
	/s/ Helen Dorothy Golding
	Name: Helen Dorothy Golding
	Title: Assistant Secretary and Vice President

CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent,
by
	/s/ Robert Hetu
	Name: Robert Hetu
	Title: Authorized Signatory
by
	/s/Nicholas Goss
	Name: Nicholas Goss
	Title: Authorized Signatory