SECOND AMENDMENT TO AMENDED AND RESTATED SECOND LIEN CREDIT AGREEMENTSecond Lien Credit Agreement • November 9th, 2015 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS SECOND AMENDMENT TO AMENDED AND RESTATED SECOND LIEN CREDIT AGREEMENT (this “Amendment”), is entered into as of November 4, 2015, and shall become effective retroactively as of September 30, 2015 upon satisfaction of the closing conditions set forth in Section 2.1, among SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors; each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”); and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent (collectively, with any successor thereto, the “Agent”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement (as defined below).
September 11, 2015 Sequential Brands Group, Inc. Suite 1705 New York, NY 10018 Attention: Gary KleinSequential Brands Group, Inc. • November 9th, 2015 • Apparel & other finishd prods of fabrics & similar matl • New York
Reference is made to that certain Second Amended and Restated First Lien Credit Agreement, dated as of April 8, 2015, among Sequential Brands Group, Inc., as borrower (the “Borrower”), the Guarantors party thereto, the lenders from time to time party thereto (the “Lenders”), and Bank of America, N.A.), as administrative agent and collateral agent (the “Agent”) (as amended, restated, supplemented or otherwise modified from time to time, the “First Lien Credit Agreement”). Capitalized terms used herein and not otherwise defined shall have the meaning given to such terms in the First Lien Credit Agreement.
Incremental Joinder Agreement, First Amendment to Amended and Restated Second Lien Credit Agreement and WaiverIncremental Joinder Agreement • November 9th, 2015 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS INCREMENTAL JOINDER AGREEMENT, FIRST AMENDMENT TO AMENDED AND RESTATED SECOND LIEN CREDIT AGREEMENT AND WAIVER, dated as of September 11, 2015 (this “Agreement”), by and among DARBY CREEK LLC, LEHIGH RIVER LLC, LOCUST STREET FUNDING LLC and FS INVESTMENT CORPORATION III (each, an “Additional Commitment Lender”), the other Lenders party hereto, SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), and the Required Lenders under the Credit Agreement referenced below and acknowledged by Wilmington Trust, National Association, in its capacity as Administrative Agent and Collateral Agent (the “Agent”), under that certain Amended and Restated Second Lien Credit Agreement, dated as of April 8, 2015 (as amended hereby and as may be further amended, modified, restated, supplemented or extended from time to time, the “Credit Agreement”), among the Borrower, the Lenders from time to time party thereto and the Agent. Capitalized terms used herein but not otherwise defined sh
