Guarantee And Collateral Agreement Sample Contracts

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Marriot Vacations Worldwide Cor – GUARANTEE AND COLLATERAL AGREEMENT Made by MARRIOTT VACATIONS WORLDWIDE CORPORATION, MARRIOTT OWNERSHIP RESORTS, INC. And Certain of Their Subsidiaries in Favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of August 16, 2017 (August 21st, 2017)

GUARANTEE AND COLLATERAL AGREEMENT, dated as of August 16, 2017, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the Grantors), in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the Administrative Agent) for the banks and other financial institutions or entities (the Lenders) from time to time parties to the Credit Agreement, dated as of August 16, 2017 (as amended, supplemented or otherwise modified from time to time, the Credit Agreement), among MARRIOTT VACATIONS WORLDWIDE CORPORATION (MVWC), MARRIOTT OWNERSHIP RESORTS, INC. (the Borrower), the Lenders and the Administrative Agent.

AAC Holdings, Inc. – GUARANTEE AND COLLATERAL AGREEMENT Made by AAC HOLDINGS, INC., as Borrower and Certain Subsidiaries of Borrower in Favor of CREDIT SUISSE AG, as Collateral Agent Dated as of June 30, 2017 (July 3rd, 2017)

GUARANTEE AND COLLATERAL AGREEMENT dated as of June 30, 2017 made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the Grantors), in favor of CREDIT SUISSE AG, as collateral agent (in such capacity and together with its successors, the Collateral Agent) for the Secured Parties in connection with the Credit Agreement dated as of June 30, 2017 (as amended, restated, replaced, supplemented or otherwise modified from time to time, the Credit Agreement), among AAC HOLDINGS, INC., a Nevada corporation (the Borrower), the Lenders from time to time party thereto, CREDIT SUISSE AG, as administrative agent for the Lenders (in such capacity, the Administrative Agent), and as Collateral Agent.

AMENDED AND RESTATED U.S. GUARANTEE AND COLLATERAL AGREEMENT Made by HD SUPPLY, INC., the Subsidiary Borrowers, and the Subsidiary Guarantors, in Favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, (June 6th, 2017)

WHEREAS, pursuant to that certain ABL Credit Agreement, dated as of April 12, 2012, as amended by that certain Amendment No. 1 to ABL Credit Agreement dated as of June 28, 2013, as further amended by that certain Amendment No. 2 to ABL Credit Agreement dated as of September 18, 2015 (as the same may have been further amended, restated, supplemented, or otherwise modified from time to time before the date hereof, the ABL Credit Agreement), among the Parent Borrower, the Subsidiary Borrowers, the U.S. ABL Administrative Agent, the U.S. ABL Collateral Agent, GE Canada Finance Holding Company, as Canadian administrative agent (in such capacity, the Canadian Agent) and Canadian collateral agent, and the other parties party thereto, the ABL Lenders have severally agreed to make extensions of credit to the Borrowers upon the terms and subject to the conditions set forth therein;

Us Lbm Holdings, Inc. – ABL GUARANTEE AND COLLATERAL AGREEMENT Made by LBM MIDCO, LLC, LBM BORROWER, LLC, and Certain of Its Domestic Subsidiaries, in Favor of ROYAL BANK OF CANADA as Collateral Agent Dated as of August 20, 2015 (May 10th, 2017)

ABL GUARANTEE AND COLLATERAL AGREEMENT, dated as of August 20, 2015, made by LBM BORROWER, LLC, a Delaware limited liability company (the Parent Borrower), LBM MIDCO, LLC, a Delaware limited liability company (together with any successor in interest thereto, Holding) and certain Subsidiaries of the Parent Borrower from time to time party hereto (the Subsidiary Borrowers and together with the Parent Borrower, collectively, the Borrowers), in favor of ROYAL BANK OF CANADA, as collateral agent (in such capacity, and together with its successors and assigns in such capacity, the Collateral Agent) for the Secured Parties (as defined below) and administrative agent (in such capacity, and together with its successors and assigns in such capacity, the Administrative Agent) for the banks and other financial institutions (collectively, the Lenders; individually, a Lender) from time to time parties to the Credit Agreement described below.

School Specialty, Inc. – GUARANTEE AND COLLATERAL AGREEMENT Dated as of April 7, 2017 Among SCHOOL SPECIALTY, INC., THE GUARANTORS PARTY HERETO and TCW ASSET MANAGEMENT COMPANY, LLC as Agent (April 13th, 2017)

GUARANTEE AND COLLATERAL AGREEMENT (this Agreement), dated as of April 7, 2017, among SCHOOL SPECIALTY, INC., as Borrower, the GUARANTORS party hereto and TCW ASSET MANAGEMENT COMPANY, LLC, as Agent.

School Specialty, Inc. – AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT Dated as of April 7, 2017 (Amending and Restating the Guarantee and Collateral Agreement, Dated as of June Among SCHOOL SPECIALTY, INC. THE GUARANTORS PARTY HERETO and BANK OF AMERICA, N.A. As Agent (April 13th, 2017)

This AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT, dated as of April 7, 2017 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this Agreement),amends and restates the Existing Guarantee and Collateral Agreement (as defined below) and is entered into by and among SCHOOL SPECIALTY, INC., as a Borrower, the other BORROWERS and GUARANTORS party hereto and BANK OF AMERICA, N.A., as Agent.

GUARANTEE AND COLLATERAL AGREEMENT Dated as of January 31, 2017, Among TEREX CORPORATION, Certain Subsidiaries of TEREX CORPORATION From Time to Time Party Hereto and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Collateral Agent (February 2nd, 2017)

GUARANTEE AND COLLATERAL AGREEMENT dated as of January 31, 2017 (this Agreement), among TEREX CORPORATION, a Delaware corporation (Terex), the Subsidiaries of Terex from time to time party hereto and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH (Credit Suisse), as collateral agent (in such capacity, the Collateral Agent).

Atkore International Group Inc. – Fifth Amendment to Credit Agreement and Third Amendment to and Reaffirmation of Guarantee and Collateral Agreement (December 22nd, 2016)

CREDIT AGREEMENT, dated as of December 22, 2010, as amended as of February 3, 2011, October 23, 2013, April 9, 2014 and November 12, 2015 and as further amended on December 22, 2016, among Atkore International, Inc., a Delaware corporation (together with its successors and assigns, the Parent Borrower), the Subsidiary Borrowers from time to time party hereto (together with the Parent Borrower, collectively, the Borrowers and each individually, a Borrower), the several banks and other financial institutions from time to time party hereto (as further defined in Subsection 1.1, the Lenders), the issuing lenders from time to time party hereto (as further defined in Subsection 1.1, the Issuing Lenders), UBS AG, STAMFORD BRANCH, as an issuing lender (in such capacity, an Issuing Lender), as administrative agent (in such capacity, the Administrative Agent) for the Lenders hereunder and, as collateral agent (in such capacity, the Collateral Agent) for the Secured Parties and the Issuing Lender

GUARANTEE AND COLLATERAL AGREEMENT Made by SPRINT SPECTRUM PLEDGECO LLC, SPRINT SPECTRUM PLEDGECO II LLC, SPRINT SPECTRUM PLEDGECO III LLC, SPRINT SPECTRUM LICENSE HOLDER LLC, SPRINT SPECTRUM LICENSE HOLDER II LLC AND SPRINT SPECTRUM LICENSE HOLDER III LLC, Each as a Guarantor in Favor of DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee Dated as of October 27, 2016 (November 2nd, 2016)

GUARANTEE AND COLLATERAL AGREEMENT (as amended, supplemented or otherwise modified from time to time, this Agreement), dated as of October 27, 2016 made by SPRINT SPECTRUM PLEDGECO LLC, a Delaware limited liability company (PledgeCo I), SPRINT SPECTRUM PLEDGECO II LLC, a Delaware limited liability company (PledgeCo II), SPRINT SPECTRUM PLEDGECO III LLC, a Delaware limited liability company (and together with PledgeCo I and PledgeCo II, the PledgeCos and each, a PledgeCo), SPRINT SPECTRUM LICENSE HOLDER LLC, a Delaware limited liability company (License Holder I), SPRINT SPECTRUM LICENSE HOLDER II LLC, a Delaware limited liability company (License Holder II), SPRINT SPECTRUM LICENSE HOLDER III LLC, a Delaware limited liability company (and together with License Holder I and License Holder II, the License Holders and each, a License Holder, the License Holders together with the PledgeCos, the Guarantors and each, a Guarantor) in favor of DEUTSCHE BANK TRUST COMPANY AMERICAS, not in its i

Enviva Partners, LP – Second Amendment to Credit Agreement and First Amendment to Guarantee and Collateral Agreement (October 24th, 2016)

SECOND AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO GUARANTEE AND COLLATERAL AGREEMENT (this Agreement), dated as of October 17, 2016, by and among (i) the undersigned Lenders, (ii) each Increasing Revolving Lender (as defined below), (iii) ENVIVA PARTNERS, LP, a Delaware limited partnership (the Borrower), (iv) CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantors and (v) BARCLAYS BANK PLC (Barclays), as Administrative Agent and Collateral Agent.

Arc Wireless Solutions, Inc. – AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT Made By (October 3rd, 2016)
AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT Dated as of August 12, 2016, Effective as of September 20, 2016, Among CLAIRES INC., CLAIRES STORES, INC., as Borrower, Each Subsidiary Loan Party, and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent (September 26th, 2016)

AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT dated as of August 12, 2016, and effective as of September 20, 2016 (this Agreement), among CLAIRES INC., a Delaware corporation (Holdings), CLAIRES STORES, INC., a Florida corporation (the Borrower), each Subsidiary Loan Party and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as administrative agent and collateral agent (in such capacities, the Administrative Agent) for the Secured Parties (as defined below).

GUARANTEE AND COLLATERAL AGREEMENT Dated and Effective as of September 20, 2016, Among CLAIRES STORES, INC., as Borrower, Each Subsidiary Loan Party, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent (September 26th, 2016)

Reference is made to the Term Loan Credit Agreement dated as of September 20, 2016 (as amended, restated, amended and restated, supplemented, waived or otherwise modified from time to time, the Credit Agreement), among the Borrower, the Lenders party thereto from time to time, the Administrative Agent and the Collateral Agent.

GUARANTEE AND COLLATERAL AGREEMENT Dated as of August 12, 2016, Effective as of September 20, 2016, Among CLAIRES INC., CLAIRES STORES, INC., as Borrower, Each Subsidiary Loan Party, and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH as Administrative Agent (September 26th, 2016)

Reference is made to the ABL Credit Agreement dated as of August 12, 2016 and effective as of September 20, 2016 (as amended, restated, amended and restated, supplemented, waived or otherwise modified from time to time, the Credit Agreement), among Holdings, the Borrower, the LENDERS party thereto from time to time and the Administrative Agent.

GUARANTEE AND COLLATERAL AGREEMENT Dated and Effective as of September 20, 2016, Among CLSIP HOLDINGS LLC, as Holdings CLSIP LLC, as Borrower, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent (September 26th, 2016)

Reference is made to the Term Loan Credit Agreement dated as of September 20, 2016 (as amended, restated, amended and restated, supplemented, waived or otherwise modified from time to time, the Credit Agreement), among Holdings, the Borrower, the Lenders party thereto from time to time, the Administrative Agent and the Collateral Agent.

Revlon – ABL GUARANTEE AND COLLATERAL AGREEMENT Made by REVLON CONSUMER PRODUCTS CORPORATION, as the Borrower, and the Subsidiary Guarantors Party Hereto in Favor of CITIBANK, N.A., (September 9th, 2016)

ABL GUARANTEE AND COLLATERAL AGREEMENT, dated as of September 7, 2016, made by each of the signatories hereto, in favor of Citibank, N.A., as collateral agent (in such capacity, the "Collateral Agent") for the benefit of the Secured Parties (as defined in the Asset-Based Revolving Credit Agreement, dated as of September 7, 2016 (as amended, restated, waived, supplemented or otherwise modified from time to time, the "Credit Agreement"), among Revlon Consumer Products Corporation, a Delaware corporation (the "Borrower"), and certain local borrowing subsidiaries as may be from time to time party thereto, as borrowers, Revlon, Inc., a Delaware corporation ("Holdings"), the banks and other financial institutions or entities (the "Lenders") from time to time parties thereto and Citibank, N.A., as administrative agent, collateral agent, issuing lender and swingline lender)).

Engility Holdings, Inc. – GUARANTEE AND COLLATERAL AGREEMENT Made by ENGILITY HOLDINGS, INC., as Holdings, ENGILITY CORPORATION, as the Borrower, and the Subsidiary Guarantors Party Hereto in Favor of MORGAN STANLEY SENIOR FUNDING, INC., as Collateral Agent Dated as of August 12, 2016 (August 15th, 2016)

GUARANTEE AND COLLATERAL AGREEMENT, dated as of August 12, 2016 (this Agreement), made by each of the signatories hereto, in favor of Morgan Stanley Senior Funding, Inc., as Collateral Agent (in such capacity, the Collateral Agent) for the banks and other financial institutions or entities (the Lenders) from time to time parties to the Credit Agreement, dated as of August 12, 2016 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the Credit Agreement), among Engility Holdings, Inc., a Delaware corporation (Holdings), Engility Corporation, a Massachusetts corporation (the Borrower), the Lenders and Morgan Stanley Senior Funding, Inc., as Administrative Agent (in such capacity, the Administrative Agent) and Collateral Agent.

AMENDMENT NO. 1 Dated as of July 29, 2016 to FOURTH AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT Dated as of October 29, 2015 (August 10th, 2016)

THIS AMENDMENT NO. 1 (this "Amendment") is made as of July 29, 2016 by and among The Scotts Miracle-Gro Company, an Ohio corporation (the "Company"), the other Loan Parties party hereto and JPMorgan Chase Bank, N.A., as Administrative Agent (the "Administrative Agent"), under that certain Fourth Amended and Restated Guarantee and Collateral Agreement dated as of October 29, 2015 by and among the Company, the other Loan Parties party thereto, as Grantors and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time, the "Collateral Agreement"). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Collateral Agreement or the Credit Agreement, as applicable.

GUARANTEE AND COLLATERAL AGREEMENT Made by CARGO AIRCRAFT MANAGEMENT, INC. And Certain of Its Affiliates in Favor of SUNTRUST BANK, as Administrative Agent Dated as of May 31, 2016 (August 8th, 2016)

THIS AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT (this "Agreement") dated as of May 31, 2016, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the "Grantors"), in favor of SUNTRUST BANK, as administrative agent (in such capacity, the "Administrative Agent") for the Secured Parties (as defined below).

EXECUTION VERSION GUARANTEE AND COLLATERAL AGREEMENT Made by GARTNER, INC. And Certain of Its Subsidiaries in Favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of June 17, 2016 (August 4th, 2016)
Hertz Rental Car Holding Company, Inc. – GUARANTEE AND COLLATERAL AGREEMENT Made by RENTAL CAR INTERMEDIATE HOLDINGS, LLC, THE HERTZ CORPORATION and Certain of Its Subsidiaries in Favor of BARCLAYS BANK PLC, as Administrative Agent and Collateral Agent Dated as of June 30, 2016 (July 7th, 2016)

GUARANTEE AND COLLATERAL AGREEMENT, dated as of June 30, 2016, made by RENTAL CAR INTERMEDIATE HOLDINGS, LLC, a Delaware limited liability company (together with its successors and assigns, Holdings), THE HERTZ CORPORATION, a Delaware corporation (in its specific capacity as Parent Borrower, together with its successors and assigns, the Parent Borrower) and certain of its Subsidiaries from time to time party hereto, in favor of BARCLAYS BANK PLC, as collateral agent (in such capacity, and together with its successors and assigns in such capacity, the Collateral Agent) and administrative agent (in such capacity, and together with its successors and assigns in such capacity, the Administrative Agent) for the Secured Parties (as such term is defined herein).

GUARANTEE AND COLLATERAL AGREEMENT Made by TACO BELL FRANCHISOR HOLDINGS, LLC, TACO BELL FRANCHISOR, LLC, TACO BELL FRANCHISE HOLDER 1, LLC and TACO BELL IP HOLDER, LLC, Each as a Guarantor in Favor of CITIBANK, N.A., as Trustee Dated as of May 11, 2016 (May 16th, 2016)

GUARANTEE AND COLLATERAL AGREEMENT (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this Agreement), dated as of May 11, 2016, made by TACO BELL FRANCHISOR HOLDINGS, LLC, a Delaware limited liability company (Franchisor Holdco), TACO BELL FRANCHISOR, LLC, a Delaware limited liability company (Taco Bell Franchisor), TACO BELL FRANCHISE HOLDER 1, LLC, a Delaware limited liability company (Franchise Holder), and TACO BELL IP HOLDER, LLC, a Delaware limited liability company (IP Holder and, together with Franchisor Holdco, Taco Bell Franchisor, Franchise Holder and any Future Securitization Entities, 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 permitted successors and assigns in such capacity, the Trustee) for the benefit of the Secured Parties.

GUARANTEE AND COLLATERAL AGREEMENT Made by MICRON TECHNOLOGY, INC. And Certain of Its Subsidiaries in Favor of MORGAN STANLEY SENIOR FUNDING, INC., as Collateral Agent Dated as of April 26, 2016 (April 26th, 2016)

GUARANTEE AND COLLATERAL AGREEMENT, dated as of April 26, 2016, made by MICRON TECHNOLOGY, INC. (the "Borrower") and each of the signatories from time to time hereto (the "Guarantors"), in favor of MORGAN STANLEY SENIOR FUNDING, INC., as Collateral Agent (in such capacity, the "Collateral Agent") for the banks and other financial institutions or entities (the "Lenders") from time to time party to the Credit Agreement, dated as of April 26, 2016 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), among the Borrower, the Lenders, and Morgan Stanley Senior Funding, Inc., as the administrative agent (in such capacity, the "Administrative Agent") and Collateral Agent.

GUARANTEE AND COLLATERAL AGREEMENT Dated and Effective as of April 15, 2016, Among NUANCE COMMUNICATIONS, INC., Each Subsidiary of Borrower Identified Herein, and BARCLAYS BANK PLC, as Administrative Agent (April 19th, 2016)

GUARANTEE AND COLLATERAL AGREEMENT dated and effective as of April 15, 2016 (this "Agreement"), among NUANCE COMMUNICATIONS, INC., a Delaware corporation (the "Borrower"), each Subsidiary of the Borrower identified herein as a party (including pursuant to Section 7.17) (each, a "Subsidiary Party") and BARCLAYS BANK PLC, as Administrative Agent (in such capacity, the "Administrative Agent") for the Secured Parties (as defined below).

GUARANTEE AND COLLATERAL AGREEMENT Made by ON SEMICONDUCTOR CORPORATION and the Other Signatories Hereto in Favor of DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent Dated as of April 15, 2016 (April 15th, 2016)

GUARANTEE AND COLLATERAL AGREEMENT, dated as of April 15, 2016, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the "Grantors"), in favor of DEUTSCHE BANK AG NEW YORK BRANCH ("DBNY"), as administrative agent (in such capacity, and together with its successors and assigns in such capacity, the "Administrative Agent") and as collateral agent (in such capacity, and together with its successors and assigns in such capacity, the "Collateral Agent"), for the Secured Parties (as defined in the Credit Agreement referred to below).

AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT Dated as of August 22, 2011, as Amended and Restated as of January 6, 2014, as Further Amended and Restated as of March 31, 2016, Among NCR CORPORATION, THE FOREIGN BORROWERS PARTY HERETO, THE SUBSIDIARIES OF NCR CORPORATION IDENTIFIED HEREIN and JPMORGAN CHASE BANK, N.A., as Administrative Agent (April 4th, 2016)

AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT dated as of August 22, 2011, as amended and restated as of January 6, 2014 (as in effect immediately prior to the effectiveness of this Agreement, the "Existing Guarantee and Collateral Agreement"), and as further amended and restated as of March 31, 2016 (this "Agreement"), among NCR CORPORATION (the "Company"), the Foreign Borrowers from time to time party hereto, the Subsidiaries from time to time party hereto and JPMORGAN CHASE BANK, N.A. ("JPMCB"), as Administrative Agent.

Amendment No. 7 to Credit Agreement and Amendment to Guarantee and Collateral Agreement (February 2nd, 2016)

AMENDMENT NO. 7 TO CREDIT AGREEMENT AND AMENDMENT TO GUARANTEE AND COLLATERAL AGREEMENT, dated as of December 18, 2015 (the "Amendment"), to (i) the Amended and Restated Credit Agreement, dated as of October 13, 2011, and as amended and supplemented prior to the date hereof (the "Existing Credit Agreement"), among MICROSEMI CORPORATION, a Delaware corporation (the "Borrower"), the LENDERS party thereto (the "Lenders"), BANK OF AMERICA, N.A., as administrative agent for the Lenders (in such capacity, the "Administrative Agent"), BANK OF AMERICA, N.A., as collateral agent (in such capacity, the "Collateral Agent") for the Secured Parties, and (ii) the Guarantee and Collateral Agreement, dated as of November 2, 2010, and as amended and supplemented prior to the date hereof (the "Existing Guarantee and Collateral Agreement"), among the Borrower, the other grantors from time to time party thereto (the "Subsidiary Guarantors"), and the Collateral Agent.

Ollie's Bargain Outlet Holdings, Inc. – GUARANTEE AND COLLATERAL AGREEMENT Made by BARGAIN PARENT, INC. OLLIE'S HOLDINGS, INC. And Certain Subsidiaries of OLLIE'S HOLDINGS, INC. In Favor of MANUFACTURERS AND TRADERS TRUST COMPANY, as Administrative Agent Dated as of January 29, 2016 (February 2nd, 2016)

GUARANTEE AND COLLATERAL AGREEMENT, dated as of January 29, 2016, made by the Borrowers (as defined below) and each of the signatories hereto (other than the Administrative Agent, but together with any other entity that may become a party hereto as provided herein, the "Guarantors"; and the Guarantors together with the Borrowers, the "Grantors"), in favor of Manufacturers and Traders Trust Company ("M&T"), as administrative agent (in such capacity and together with its successors, the "Administrative Agent") for (i) the banks and other financial institutions or entities (the "Lenders") from time to time parties to the Credit Agreement, dated as of January 29, 2016, (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), among Bargain Parent, Inc., a Delaware corporation ("Parent"), Ollie's Holdings, Inc., a Delaware corporation (the "Lead Borrower"), Ollie's Bargain Outlet, Inc., a Pennsylvania corporation ("Ollie's"),

BATS Global Markets, Inc. – First Amendment to Credit Agreement and First Amendment to the Guarantee and Collateral Agreement (January 29th, 2016)

CREDIT AGREEMENT dated as of January 31, 2014 (as amended by the First Amendment to the Credit Agreement (the "Amendment")) (this "Agreement"), among BATS GLOBAL MARKETS, INC. (f/k/a BATS GLOBAL MARKETS HOLDINGS, INC.), a Delaware corporation (the "Borrower"), the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Article I) and CREDIT SUISSE AG, JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, including any successor thereto, the "Administrative Agent") for the Lenders and CREDIT SUISSE AG, as collateral agent (in such capacity, including any successor thereto, the "Collateral Agent") for the Lenders.

Aralez Pharmaceuticals Inc. – Guarantee and Collateral Agreement (January 8th, 2016)

Guarantee and Collateral Agreement, dated as of August 8, 2013 (this "Agreement"), made by each signatory hereto (together with any other Person that becomes a party hereto as provided herein, "Grantors"), in favor of SWK Funding LLC, as Agent ("Agent") for the benefit of all Lenders party to the Credit Agreement (as hereafter defined).

Aralez Pharmaceuticals Inc. – Guarantee and Collateral Agreement (January 8th, 2016)

Guarantee and Collateral Agreement, dated as of August 8, 2013 (this "Agreement"), made by each signatory hereto (together with any other Person that becomes a party hereto as provided herein, "Grantors"), in favor of SWK Funding LLC, as Agent ("Agent") for the benefit of all Lenders party to the Credit Agreement (as hereafter defined).

Aralez Pharmaceuticals Inc. – Guarantee and Collateral Agreement (January 8th, 2016)

Guarantee and Collateral Agreement, dated as of August 8, 2013 (this "Agreement"), made by each signatory hereto (together with any other Person that becomes a party hereto as provided herein, "Grantors"), in favor of SWK Funding LLC, as Agent ("Agent") for the benefit of all Lenders party to the Credit Agreement (as hereafter defined).

CONMED Corporation – Fourth Amendment to Guarantee and Collateral Agreement (January 4th, 2016)

FOURTH AMENDMENT, dated as of January 4, 2016 (this "Amendment"), to the Guarantee and Collateral Agreement, dated as of August 28, 2002 (as amended, modified or supplemented from time to time, the "Guarantee and Collateral Agreement"), made by each of the signatories thereto (together with any other entity that may become a party thereto as provided therein, the "Grantors"), in favor of JPMorgan Chase Bank, N.A., as Administrative Agent (in such capacity, the "Administrative Agent") for the banks and other financial institutions or entities (the "Lenders") from time to time parties to the Fifth Amended and Restated Credit Agreement (as hereinafter defined).

Horizon Global Corp – Foreign Facility Guarantee and Collateral Agreement (December 23rd, 2015)

THIS FOREIGN FACILITY GUARANTEE AND COLLATERAL AGREEMENT (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this Agreement) is entered into as of December 22, 2015 by and among, CEQUENT PERFORMANCE PRODUCTS, INC., a Delaware corporation (Cequent Performance), HORIZON INTERNATIONAL HOLDINGS LLC, a Delaware limited liability company (International Holdings), CEQUENT UK LIMITED, a company incorporated in England and Wales with company number 08081641 (UK Borrower), CEQUENT TOWING PRODUCTS OF CANADA LTD., a company formed under the laws of the Province of Ontario (Canadian Borrower), CEQUENT NEDERLAND HOLDINGS B.V., a company formed under the laws of the Netherlands (Netherland Holdings), CEQUENT MEXICO HOLDINGS B.V., a company formed under the laws of the Netherlands (Mexico Holdings), CEQUENT SALES COMPANY DE MEXICO, S. DE R.L. DE C.V., a limited liability company formed under the laws of Mexico (Cequent Sales Mexico), CEQUENT TRA

FOURTH AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT Made by THE SCOTTS MIRACLE-GRO COMPANY, EACH DOMESTIC SUBSIDIARY BORROWER and Certain of Their Domestic Subsidiaries in Favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of October 29, 2015 (November 3rd, 2015)