GUARANTEE AND COLLATERAL AGREEMENT made byGuarantee and Collateral Agreement • June 2nd, 2015 • Wendy's Co • Retail-eating & drinking places • New York
GUARANTEE AND COLLATERAL AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of June 1, 2015, made by QUALITY IS OUR RECIPE, LLC, a Delaware limited liability company (the “Franchise Holder”), WENDY’S PROPERTIES, LLC, a Delaware limited liability company (“Wendy’s Properties,” and, together with the Franchise Holder, the “Subsidiary Guarantors”), and WENDY’S SPV GUARANTOR, LLC, a Delaware limited liability company (the “Holding Company Guarantor,” and, together with the Subsidiary Guarantors, the “Guarantors” and each, a “Guarantor”), in favor of CITIBANK, N.A., a national banking association, as trustee under the Indenture referred to below (in such capacity, together with its successors, the “Trustee”) for the benefit of the Secured Parties.
BASE INDENTUREWendy's Co • June 2nd, 2015 • Retail-eating & drinking places • New York
BASE INDENTURE, dated as of June 1, 2015, by and among WENDY’S FUNDING, LLC, a Delaware limited liability company (the “Master Issuer”), and CITIBANK, N.A., a national banking association, as trustee (in such capacity, the “Trustee”) and as securities intermediary (in such capacity, the “Securities Intermediary”).
Dated as of June 1, 2015 to BASE INDENTUREBase Indenture • June 2nd, 2015 • Wendy's Co • Retail-eating & drinking places • New York
SERIES 2015-1 SUPPLEMENT, dated as of June 1, 2015 (this “Series Supplement”), by and between WENDY’S FUNDING, LLC, a Delaware limited liability company (the “Master Issuer”) and CITIBANK, N.A., a national banking association, as trustee (in such capacity, the “Trustee”) and as Series 2015-1 Securities Intermediary, to the Base Indenture, dated as of the date hereof, by and between the Master Issuer and CITIBANK, N.A., as Trustee and as Securities Intermediary (as amended, modified or supplemented from time to time, exclusive of Series Supplements, the “Base Indenture”).
CLASS A-1 NOTE PURCHASE AGREEMENTNote Purchase Agreement • June 2nd, 2015 • Wendy's Co • Retail-eating & drinking places • New York
THIS CLASS A-1 NOTE PURCHASE AGREEMENT, dated as of June 1, 2015 (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is made by and among:
