0001644406-17-000043 Sample Contracts

SECOND AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT
First Lien Credit Agreement • May 22nd, 2017 • Hostess Brands, Inc. • Bakery products • New York
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INCREMENTAL ASSUMPTION AND AMENDMENT AGREEMENT NO. 2
Incremental Assumption and Amendment Agreement • May 22nd, 2017 • Hostess Brands, Inc. • Bakery products • New York

NO. 2 (this “Agreement”), dated as of May 19, 2017, is made by and among HB Holdings, LLC, a Delaware limited liability company (“Holdings”), Hostess Brands, LLC, a Delaware limited liability company (the “Borrower”), each “Subsidiary Loan Party” listed on the signature pages hereto (each, a “Subsidiary Loan Party” and, collectively, jointly and severally, the “Subsidiary Loan Parties”), Hostess Holdco, LLC, a Delaware limited liability company (“Parent Holdco”), Credit Suisse AG, Cayman Islands Branch, as Administrative Agent under the Existing First Lien Credit Agreement (as defined below) (the “Administrative Agent”), and each of the Lenders party hereto.

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