JOINDER AGREEMENT

Exhibit 4.2

JOINDER AGREEMENT

THIS JOINDER AGREEMENT (this “Agreement”), dated as of  April 4, 2014, is entered into between Archway Sales, LLC, a Delaware limited liability company (the “New Subsidiary”) and BANK OF AMERICA, N.A., as Agent (as defined below) under that certain Credit Agreement dated as of March 31, 2011, among Nexeo Solutions, LLC, a Delaware limited liability company (the “Company”), each domestic subsidiary of the Company from time to time party thereto, Nexeo Solutions Canada Corp., a British Columbia corporation, Nexeo Solutions Holdings, LLC, a Delaware limited liability company (“Holdings”), Nexeo Solutions Sub Holding Corp., a Delaware corporation (“Sub Holdco”), the Lenders parties thereto, and Bank of America, N.A., as administrative agent and collateral agent for the Lenders thereunder (the “Agent”) (as amended, restated, extended, supplemented or otherwise modified from time to time, the “Credit Agreement”). All capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Credit Agreement.

The New Subsidiary and the Agent, for the benefit of the Lenders, hereby agree as follows:

1.                                      The New Subsidiary hereby acknowledges, agrees and confirms that, by its execution of this Agreement, such New Subsidiary will be deemed to be a Subsidiary Party under the Pledge and Security Agreement, dated as of March 31, 2011, among the Company, Holdings, Sub Holdco, and certain Domestic Subsidiaries of the Company from time to time party thereto, in favor of the Agent for the benefit of the Secured Parties (as amended, restated, amended and restated, supplemented or otherwise modified, the “Security Agreement”) for all purposes of the Security Agreement and shall have all of the obligations of a Subsidiary Party thereunder as if it had executed the Security Agreement, including without limitation the grant pursuant to Article II of the Security Agreement of a security interest to the Agent for the benefit of the Secured Parties in the property and property rights constituting Collateral (as defined in Article II of the Security Agreement) of such Subsidiary Party or in which such Subsidiary Party has or may have or acquire an interest or the power to transfer rights therein, whether now owned or existing or hereafter acquired or arising and wheresoever located, as security for the payment and performance of all Secured Obligations, all with the same force and effect as if the New Subsidiary were a signatory to the Security Agreement.

2.                                      The New Subsidiary hereby agrees that each reference in the Security Agreement to a Subsidiary Party shall also mean and be a reference to such New Subsidiary.

3.                                      Attached to this Agreement are duly completed schedules and certain exhibits (the “Supplemental Schedules”) to the Security Agreement. The New Subsidiary represents and warrants that the information contained on each of the Supplemental Schedules with respect to the New Subsidiary and its properties and affairs is true, complete and accurate as of the date hereof.

4.                                      The New Subsidiary hereby waives acceptance by the Agent and the Lenders of this Agreement and acknowledges that the Secured Obligations are and shall be deemed to be incurred, and that credit extensions under the Credit Agreement, Cash Management Agreements, and Swap Agreements are made and maintained, in reliance on this Agreement and the New Subsidiary’s joinder as a party to the Security Agreement as herein provided.

5.                                      This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be an original, but all of which shall constitute one and the same instrument.  Delivery of an executed counterpart of a signature page of this Agreement by facsimile or other electronic transmission shall be effective as delivery of a manually executed counterpart of this Agreement.

6.                                      THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK.

IN WITNESS WHEREOF, the New Subsidiary has caused this Agreement to be duly executed by its authorized officer, and the Agent, for the benefit of the Lenders, has caused the same to be accepted by its authorized officer, as of the day and year first above written.

[Signature Page to Joinder to ABL Security Agreement]

Acknowledged and accepted:

BANK OF AMERICA, N.A., as Agent

[Signature Page to Joinder to ABL Security Agreement]

SCHEDULE 1

Excluded Accounts

1. Payroll, employee benefits, trust or tax withholding accounts funded in the ordinary course of business

2. Petty cash accounts funded in the ordinary course of business

None.

3. Designated Disbursement Accounts

None.

4. Foreign bank accounts

None.

EXHIBIT A

Type of Organization, Jurisdiction of Organization, Organizational Identification
Number, Federal Employer Identification Number, Chief Executive Office, Locations

I.                                        The corporate name, jurisdiction of organization, organizational identification number and federal employer identification number of the New Subsidiary is as follows:(1)

II.                                   The New Subsidiary’s mailing address and the location of its place of business (if it has only one) or its chief executive office (if it has more than one place of business), is as follows:

(1)  Pending completion of the acquisition and all conversions contemplated therein.

III.                              (a) Each location that is owned by the New Subsidiary where Collateral is located as of the date hereof (except for Inventory in transit) is as follows:

None.

(b) Each location that is leased by the New Subsidiary where Collateral is located as of the date hereof (except for Inventory in transit) is as follows:

(c) Each location where Collateral is held in a public warehouse or is otherwise held by a bailee or on consignment as of the date hereof (except for Inventory in transit) is as follows:

EXHIBIT B

Bailees, Warehousemen and Third Party Possessors of Collateral

The following bailees, warehouseman and other third parties are in possession or control of Inventory of the New Subsidiary (except for Inventory in transit):

EXHIBIT C

Letter-of-Credit Rights and Chattel Paper

None.

EXHIBIT D

United States Federal Intellectual Property Registrations and Applications

I.                                        Patents and Patent Applications:

None.

II.                                   Trademark Registrations and Applications:

None.

III.                              Copyright Registrations:

None.

EXHIBIT E

Commercial Tort Claims

None.

EXHIBIT F

Pledged Collateral

None.

EXHIBIT G

UCC Filing Offices

EXHIBIT L

FCC Licenses

None.