Exhibit 4.2
JOINDER AGREEMENT
JOINDER dated as of April 24,
2008, to the Subsidiaries Guaranty (as defined below) among the
undersigned and Citibank N.A., as Administrative Agent under the
Credit Agreement (as defined below) (as may be amended, restated,
supplemented and/or otherwise modified from time to time, this
“ Joinder ”).
A. Reference is made to (a) the
Credit Agreement dated as of October 31, 2006 (as the same may
be amended, restated, supplemented and/or otherwise modified from
time to time, the “ Credit Agreement ”), among
Owens Corning, the lenders from time to time party thereto and the
Administrative Agent, and (b) the Subsidiaries Guaranty dated
as of October 31, 2006 (as amended, restated, supplemented
and/or otherwise modified from time to time, the “
Subsidiaries Guaranty ”) among the Subsidiaries from
time to time party thereto, as Guarantors, and Citibank, N.A., as
Administrative Agent.
B. Capitalized terms used herein and
not otherwise defined herein shall have the meanings assigned to
such terms in the Credit Agreement and the Subsidiaries
Guaranty.
C. As an inducement to the further
extensions of credit under the Credit Agreement, the U.S. Borrower
has agreed to cause the undersigned Subsidiary of the U.S. Borrower
(each, an “ Additional Guarantor ”) to become a
party to the Subsidiaries Guaranty.
Accordingly, the Additional
Guarantor agrees as follows:
SECTION 1. In accordance with
Section 22 of the Subsidiaries Guaranty, the Additional
Guarantor by its signature below shall be included as a Guarantor
under the Subsidiaries Guaranty with the same force and effect as
if originally named therein as a Guarantor and agrees to comply in
all respects with all the terms and provisions of the Subsidiaries
Guaranty. Each reference to “Guarantor” in the
Subsidiaries Guaranty shall be deemed to include the Additional
Guarantor.
SECTION 2. The Additional Guarantor
represents an
