0001193125-17-309897 Sample Contracts

CORECIVIC, INC.
Underwriting Agreement • October 13th, 2017 • CoreCivic, Inc. • Real estate investment trusts • New York

Introductory. CoreCivic, Inc., a Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”) an aggregate of $250,000,000 in principal amount of its 4.75% Senior Notes due 2027 (the “Notes”), subject to the terms and conditions set forth in this Underwriting Agreement (this “Agreement”). Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), J.P. Morgan Securities LLC and SunTrust Robinson Humphrey, Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes. The Notes will be guaranteed (collectively, the “Guarantees”), jointly and severally, on a senior unsecured basis by each of the subsidiary guarantors named in Schedule B hereto (the “Notes Guarantors”). The Notes and the Guarantees are collectively referred to herein as the “Securities.” The Securities are to be issued pursuant to

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CORECIVIC, INC. as Issuer, the GUARANTORS named herein, as Guarantors, and U.S. BANK NATIONAL ASSOCIATION, as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of October 13, 2017 4.75% Senior Notes due 2027
Second Supplemental Indenture • October 13th, 2017 • CoreCivic, Inc. • Real estate investment trusts • New York

SECOND SUPPLEMENTAL INDENTURE dated as of October 13, 2017 (this “Supplemental Indenture”), among CoreCivic, Inc., a Maryland corporation (the “Issuer”), each of the Guarantors named herein, as Guarantors, and U.S. Bank National Association, existing under the laws of the United States of America, as Trustee (the “Trustee”).

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