Senior Secured Note Sample Contracts

Zekelman Industries, Inc. – ZEKELMAN INDUSTRIES, INC., as Issuer and the Guarantors Party Hereto 9.875% Senior Secured Notes Due 2023 INDENTURE Dated as of June 14, 2016 WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and Collateral Agent (August 17th, 2018)

INDENTURE, dated as of June 14, 2016, as amended or supplemented from time to time (this Indenture), among ZEKELMAN INDUSTRIES, INC., a corporation duly organized and existing under the laws of the State of Delaware (the Issuer), certain subsidiaries of the Issuer from time to time parties hereto (the Guarantors) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (in such capacity, the Trustee) and collateral agent (in such capacity, the Collateral Agent).

Double Eagle Acquisition Corp. – 6.875% Senior Secured Notes Due 2023 (August 16th, 2018)

This SUPPLEMENTAL INDENTURE, dated as of August 15, 2018 is by Williams Scotsman International, Inc., a Delaware corporation (the Company), each of the parties identified under the caption Guarantors on the signature page hereto (the Guarantors), Deutsche Bank Trust Company Americas, as trustee (in such capacity and not in its individual capacity, the Trustee) and Deutsche Bank Trust Company Americas, as collateral agent (in such capacity and not in its individual capacity, the Collateral Agent).

Double Eagle Acquisition Corp. – 7.875% Senior Secured Notes Due 2022 (August 16th, 2018)

This SUPPLEMENTAL INDENTURE, dated as of August 15, 2018, is by and among William Scotsman International, Inc. a Delaware corporation (the Company), each of the parties identified under the caption Guarantors on the signature page hereto (the Guarantors), Deutsche Bank Trust Company Americas, as trustee (in such capacity and not in its individual capacity, the Trustee) and Deutsche Bank Trust Company Americas, as collateral agent (in such capacity and not in its individual capacity, the Collateral Agent).

Oncor Electric Delivery Company Llc Officers Certificate 9-Ao-9 Establishing the Form and Certain Terms of the 3.70% Senior Secured Notes Due 2028 and the 4.10% Senior Secured Notes Due 2048. (August 14th, 2018)
The McClatchy COMPANY, as Issuer, and THE SUBSIDIARY GUARANTORS PARTIES HERETO 9.000% Senior Secured Notes Due 2026 INDENTURE Dated as of July 16, 2018 THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee and as Collateral Agent (August 9th, 2018)

INDENTURE, dated as of July 16, 2018 (this "Indenture"), among THE MCCLATCHY COMPANY, a corporation duly organized and existing under the laws of the State of Delaware (the "Company"), certain subsidiaries of the Company from time to time parties hereto (the "Subsidiary Guarantors") and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, as trustee (in such capacity, the "Trustee") and as notes collateral agent (in such capacity, the "Collateral Agent").

Double Eagle Acquisition Corp. – 7.875% Senior Secured Notes Due 2022 (August 8th, 2018)

This SUPPLEMENTAL INDENTURE, dated as of August 3, 2018, is by and among William Scotsman International, Inc. a Delaware corporation (the "Company"), each of the parties identified under the caption "Guarantors" on the signature page hereto (the "Guarantors"), Deutsche Bank Trust Company Americas, as trustee (in such capacity and not in its individual capacity, the "Trustee") and Deutsche Bank Trust Company Americas, as collateral agent (in such capacity and not in its individual capacity, the "Collateral Agent").

Vivus, Inc. – PURCHASE AGREEMENT Dated April 30, 2018 Among VIVUS, INC. And THE PURCHASERS NAMED HEREIN 10.375% SENIOR SECURED NOTES DUE 2024 (August 7th, 2018)

INDENTURE dated as of June 8, 2018 among VIVUS, Inc., a Delaware corporation with an address at 900 East Hamilton Avenue, Suite 550, Campbell, California 95008 (the "Issuer"), any Guarantor that becomes party hereto pursuant to Section 4.12, and U.S. Bank National Association, a national banking association, as trustee (as more fully defined in Section 1.01, the "Trustee") and as collateral agent (as more fully defined in Section 1.01, the "Collateral Agent").

Planet Fitness, Inc. – PLANET FITNESS MASTER ISSUER LLC, as Master Issuer, and CITIBANK, N.A., as Trustee and Series 2018-1 Securities Intermediary SERIES 2018-1 SUPPLEMENT Dated as of August 1, 2018 to BASE INDENTURE Dated as of August 1, 2018 $75,000,000 Series 2018-1 Variable Funding Senior Notes, Class A-1 $575,000,000 Series 2018-1 4.262% Fixed Rate Senior Secured Notes, Class A-2-I $625,000,000 Series 2018-1 4.666% Fixed Rate Senior Secured Notes, Class A-2-Ii (August 1st, 2018)
6.125% Senior Secured Notes Due 2025 (July 24th, 2018)

INDENTURE dated as of July 20, 2018, among Transocean Pontus Limited, a Cayman Islands exempted company (the "Company"), the Guarantors (as defined herein), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee (the "Trustee") and as Collateral Agent.

5.875% Senior Secured Notes Due 2024 (July 17th, 2018)

INDENTURE dated as of July 13, 2018, among Transocean Guardian Limited, a Cayman Islands exempted company (the "Company"), the Guarantors (as defined herein), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee (the "Trustee") and as Collateral Agent.

CHS/COMMUNITY HEALTH SYSTEMS, INC., as Issuer the GUARANTORS Party Hereto, REGIONS BANK, as Trustee AND CREDIT SUISSE AG, as Collateral Agent, 8.625% Senior Secured Notes Due 2024 INDENTURE Dated as of July 6, 2018 (July 6th, 2018)

INDENTURE dated as of July 6, 2018, among CHS/COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation, the Guarantors party hereto from time to time, REGIONS BANK, an Alabama banking corporation, as trustee, and Credit Suisse AG, as collateral agent.

The McClatchy Company 9.000% Senior Secured Notes Due 2026 Purchase Agreement (July 6th, 2018)
Albertsons Companies, Inc. – ALBERTSONS COMPANIES, INC., the Company and From After the Merger Date the Guarantors Party Hereto From Time to Time Floating Rate Senior Secured Notes Due 2024 INDENTURE Dated as of June 25, 2018 WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and Notes Collateral Agent (June 28th, 2018)

INDENTURE, dated as of June 25, 2018, among ALBERTSONS COMPANIES, INC., a Delaware corporation (the Company), the Guarantors from time to time party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (in such capacity, together with its successors and assigns in such capacity, the Trustee) and as collateral agent (in such capacity, together with its successors and assigns in such capacity, the Notes Collateral Agent).

Bloom Energy Corp – BLOOM ENERGY CORPORATION, as Issuer, the Guarantor Party Hereto as of the Date Hereof and Any Guarantor That Becomes Party Hereto Pursuant to Section 4.10 Hereof 10% Senior Secured Notes Due 2024 INDENTURE Dated as of June 29, 2017 U.S. BANK NATIONAL ASSOCIATION, as Trustee and as Collateral Agent (June 12th, 2018)

INDENTURE dated as of June 29, 2017 among Bloom Energy Corporation, a Delaware corporation with an address at 1299 Orleans Drive, Sunnyvale, California 94089 (the Issuer), the Guarantor party hereto as of the date hereof, any other Guarantor that becomes party hereto pursuant to Section 4.10, and U.S. Bank National Association, as trustee (as more fully defined in Section 1.01, the Trustee) and as collateral agent (as more fully defined in Section 1.01, the Collateral Agent).

Vivus, Inc. – VIVUS, INC., as Issuer, and Any Guarantor That Becomes Party Hereto Pursuant to Section 4.12 Hereof 10.375% Senior Secured Notes Due 2024 (June 11th, 2018)

INDENTURE dated as of June 8, 2018 among VIVUS, Inc., a Delaware corporation with an address at 900 East Hamilton Avenue, Suite 550, Campbell, California 95008 (the Issuer), any Guarantor that becomes party hereto pursuant to Section 4.12, and U.S. Bank National Association, a national banking association, as trustee (as more fully defined in Section 1.01, the Trustee) and as collateral agent (as more fully defined in Section 1.01, the Collateral Agent).

YayYo, Inc. – Yayyo, Inc. Senior Secured Note (June 7th, 2018)

FOR VALUE RECEIVED, Yayyo, Inc., a Delaware corporation (the "Company"), hereby promises to pay to the order of Bellridge Capital, LP or its registered assigns ("Holder") the amount set forth above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption or otherwise, the "Principal") when due, whether upon the Maturity Date (as defined below), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at a rate per annum equal to the Interest Rate (as defined below), from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, whether upon an Interest Date (as defined below), the Maturity Date, acceleration, redemption or otherwise (in each case in accordance with the terms hereof). This Senior Secured Note (including all Senior Secured Notes issued in exchange, transfer or replacement hereof, this "Note")

Ener-Core Inc. – [Form of Senior Secured Note] (June 6th, 2018)

FOR VALUE RECEIVED, Ener-Core, Inc., a Delaware corporation (the "Company"), hereby promises to pay to [BUYER] or registered assigns (the "Holder") in cash and/or in shares of Common Stock (as defined below) the amount set out above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption, conversion or otherwise, the "Principal") when due, whether upon the Maturity Date (as defined below), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, whether upon an Interest Date (as defined below), the Maturity Date, acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof). This Senior Secured Note (including all Senior Secured Notes issued in exchange, transfer or replacem

SENIOR SECURED NOTES INDENTURE Dated as of May 29, 2018 Among MICROCHIP TECHNOLOGY INCORPORATED THE GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee and Notes Collateral Agent 3.922% SENIOR SECURED NOTES DUE 2021 4.333% SENIOR SECURED NOTES DUE 2023 (May 30th, 2018)

INDENTURE, dated as of May 29, 2018, among Microchip Technology Incorporated, a Delaware corporation (the Company), the Guarantors listed on the signature pages hereto and Wells Fargo Bank, National Association, as trustee and collateral agent.

Microchip Technology Incorporated $ 1,000,000,000 3.922% Senior Secured Notes Due 2021 $ 1,000,000,000 4.333% Senior Secured Notes Due 2023 Purchase Agreement May 23, 2018 (May 30th, 2018)
EP ENERGY LLC and EVEREST ACQUISITION FINANCE INC. As Issuers and the Subsidiary Guarantors Party Hereto From Time to Time 7.750% Senior Secured Notes Due 2026 (May 24th, 2018)

INDENTURE, dated as of May 23, 2018, among EP ENERGY LLC, a Delaware limited liability company (together with its successors and assigns, Holdings), EVEREST ACQUISITION FINANCE INC., a Delaware corporation (together with its successors and assigns, the Co-Issuer and, together with Holdings, the Issuers), the Subsidiary Guarantors party hereto from time to time (as defined below) and Wilmington Trust, National Association, as trustee (the Trustee) and as collateral agent (the Notes Collateral Agent).

SAILFISH ENERGY HOLDINGS Corp – TALOS PRODUCTION LLC and TALOS PRODUCTION FINANCE INC. As Issuers and the Subsidiary Guarantors Party Hereto From Time to Time 11.00% Second-Priority Senior Secured Notes Due 2022 INDENTURE Dated as of May 10, 2018 and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee and Collateral Agent (May 16th, 2018)

INDENTURE, dated as of May 10, 2018 among TALOS PRODUCTION LLC, a Delaware limited liability company (together with its successors and assigns, Holdings), TALOS PRODUCTION FINANCE INC., a Delaware corporation (together with its successors and assigns, the Co-Issuer and, together with Holdings, the Issuers), the Subsidiary Guarantors party hereto from time to time (as defined below) and WILMINGTON TRUST,

Akoustis Technologies, Inc. – AKOUSTIS TECHNOLOGIES, INC. 6.5% Convertible Senior Secured Notes Due 2023 Purchase Agreement (May 15th, 2018)
Akoustis Technologies, Inc. – The GUARANTORS LISTED HEREIN, AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee and Collateral Agent INDENTURE Dated as of May 14, 2018 6.5% CONVERTIBLE SENIOR SECURED NOTES DUE 2023 (May 15th, 2018)

INDENTURE dated as of May 14, 2018, by and among Akoustis Technologies, Inc., a Delaware corporation (including any successors or assigns), the Guarantors (as defined below), The Bank of New York Mellon Trust Company, N.A., a national banking association, as Trustee and The Bank of New York Mellon Trust Company, N.A., a national banking association, as Collateral Agent.

CEMEX, S.A.B. De C.V., THE NOTE GUARANTORS PARTY HERETO, THE BANK OF NEW YORK MELLON, AS TRUSTEE AND THE BANK OF NEW YORK MELLON, LONDON BRANCH, AS PAYING AGENT AND TRANSFER AGENT 2.750% SENIOR SECURED NOTES DUE 2024 INDENTURE ( Denominated Notes) Dated as of December 5, 2017 (April 30th, 2018)

INDENTURE, dated as of December 5, 2017, among CEMEX, S.A.B. de C.V., a publicly traded stock corporation with variable capital (sociedad anonima bursatil de capital variable) organized under the laws of the United Mexican States (the Issuer), the guarantors listed on Schedule I hereto, as guarantors of the Issuers obligations under this Indenture and the Notes, The Bank of New York Mellon, as trustee (the Trustee) and The Bank of New York Mellon, London Branch, as paying agent (the Paying Agent) and transfer agent (the Transfer Agent).

Lsb Industries Inc. – LSB INDUSTRIES, INC. And THE GUARANTORS PARTY HERETO 9.625% Senior Secured Notes Due 2023 INDENTURE Dated as of April 25, 2018 Wilmington Trust, National Association Trustee and Notes Collateral Agent (April 25th, 2018)

INDENTURE dated as of April 25, 2018, among LSB Industries, Inc., a Delaware corporation (the Company), the Guarantors and Wilmington Trust, National Association, a national banking association, as trustee (in such capacity, the Trustee), and as collateral agent (in such capacity, the Notes Collateral Agent).

DOMINOS PIZZA MASTER ISSUER LLC, DOMINOS PIZZA DISTRIBUTION LLC, DOMINOS IP HOLDER LLC and DOMINOS SPV CANADIAN HOLDING COMPANY INC., Each as Co-Issuer and CITIBANK, N.A., as Trustee and Series 2018-1 Securities Intermediary SERIES 2018-1 SUPPLEMENT Dated as of April 24, 2018 to AMENDED AND RESTATED BASE INDENTURE Dated as of March 15, 2012 $425,000,000 Series 2018-1 4.116% Fixed Rate Senior Secured Notes, Class A-2-I $400,000,000 Series 2018-1 4.328% Fixed Rate Senior Secured Notes, Class A-2-Ii (April 25th, 2018)

SERIES 2018-1 SUPPLEMENT, dated as of April 24, 2018 (this Series Supplement), by and among DOMINOS PIZZA MASTER ISSUER LLC, a Delaware limited liability company (the Master Issuer), DOMINOS PIZZA DISTRIBUTION LLC, a Delaware limited liability company (the Domestic Distributor), DOMINOS IP HOLDER LLC, a Delaware limited liability company (the IP Holder), DOMINOS SPV CANADIAN HOLDING COMPANY INC., a Delaware corporation (the SPV Canadian Holdco and, together with the Master Issuer, the Domestic Distributor, and the IP Holder, collectively, the Co-Issuers and each, a Co-Issuer), each as a Co-Issuer, and CITIBANK, N.A., a national banking association, as trustee (in such capacity, the Trustee) and as Series 2018-1 Securities Intermediary, to the Base Indenture, dated as March 15, 2012, by and among the Co-Issuers and CITIBANK, N.A., as Trustee and Securities Intermediary (as amended, modified or supplemented from time to time, exclusive of Series Supplements, the Base Indenture).

Signature Group Hold – KEIP 1 Confidential Real Alloy KEIP Outline Term Description Amount 8 Key Executives; Maximum Base of $1.3 Million ($1.2 Million Plus Unspent KERP Up to $1.3 Million Plus Up to $433k to the Extent Goals Are Exceeded). Timing Payment Upon Consummation of a Sale; Provided, However, That 25% of the EBITDA Bonus/Asb Bonus in Excess of the 100% Benchmark KEIP Bonus Amounts, if Earned, Would Be Payable Upon Consummation of a Chapter 11 Plan. For the Avoidance of Doubt, KEIP Participants Are Not Required to Remain With the Company Through Plan Consummation. Other Conditions if Participant Resigns or (April 5th, 2018)
SPRINT SPECTRUM CO LLC, SPRINT SPECTRUM CO II LLC, SPRINT SPECTRUM CO III LLC, as Issuers, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee and Securities Intermediary SERIES 2018-1 SUPPLEMENT Dated as of March 21, 2018 to BASE INDENTURE $2,100,000,000 Series 2018-1 4.738% Senior Secured Notes, Class A-1 $1,837,500,000 Series 2018-1 5.152% Senior Secured Notes, Class A-2 (March 21st, 2018)

SERIES 2018-1 SUPPLEMENT, dated as of March 21, 2018 (this Series Supplement), by and among SPRINT SPECTRUM CO LLC (the Master Issuer), SPRINT SPECTRUM CO II LLC (Co-Issuer II), SPRINT SPECTRUM CO III LLC (Co-Issuer III and, together with Co-Issuer II and the Master Issuer, the Issuers), each a Delaware limited liability company and DEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as trustee (in such capacity, the Trustee) and as the securities intermediary (in such capacity the Securities Intermediary), to the Base Indenture, dated as of October 27, 2016, by and among the Issuers and the Trustee, as amended by the first supplemental indenture, dated as of March 12, 2018 (the First Supplemental Indenture), by and among the Issuers and the Trustee (and as further amended, modified or supplemented from time to time, exclusive of Series Supplements, the Base Indenture).

BRISTOW GROUP INC. AND THE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO 8.75% SENIOR SECURED NOTES DUE 2023 INDENTURE Dated as of March 6, 2018 U.S. BANK NATIONAL ASSOCIATION, as Trustee and Collateral Agent (March 6th, 2018)

This INDENTURE, dated as of March 6, 2018 (this Indenture), is entered into among Bristow Group Inc., a Delaware corporation (the Company), the Guarantors listed on the signature pages hereto and U.S. Bank National Association, a national banking association organized under the laws of the United States of America, as trustee (the Trustee) and as collateral agent (the Collateral Agent).

IBEX Holdings Ltd – Senior Secured Note (February 23rd, 2018)

FOR VALUE RECEIVED, e-TeleQuote Insurance, Inc., a Florida corporation (the "Company"), promises to pay to ___________ (the "Holder"), subject to the terms and conditions set forth herein, the principal sum of ___________ ($___________). This Senior Secured Note (this "Note") is issued as of the date first written above (the "Issuance Date") and is one of a series of notes containing substantially identical terms and conditions issued pursuant to that certain Note Purchase Agreement dated as of February 19, 2014 (as amended, restated or otherwise modified from time to time, the "NPA"). Capitalized terms used herein and not otherwise defined shall have the meanings given to such terms in the NPA. Such notes are referred to herein collectively as the "Notes," and the holders thereof are referred to herein collectively as the "Holders". This Note is subject to the following terms and conditions.

IBEX Holdings Ltd – Senior Secured Note (February 23rd, 2018)

FOR VALUE RECEIVED, e-TeleQuote Insurance, Inc., a Florida corporation (the "Company"), promises to pay to ___________ (the "Holder"'), subject to the terms and conditions set forth herein, the principal sum of ___________ Dollars ($___________). This Senior Secured Note (this "Note") is issued as of the date first written above (the "Issuance Date") and is one of a series of notes containing substantially identical terms and conditions issued pursuant to that certain Note Purchase Agreement dated as of February 19, 2014 (as amended, restated or otherwise modified from time to time, the "NPA"). Capitalized terms used herein and not otherwise defined shall have the meanings given to such terms in the NPA. Such notes are referred to herein collectively as the "Notes," and the holders thereof are referred to herein collectively as the "Holders". This Note is subject to the following terms and conditions.

IBEX Holdings Ltd – Senior Secured Note (February 23rd, 2018)

FOR VALUE RECEIVED, e-TeleQuote Insurance, Inc., a Florida corporation (the "Company"), promises to pay to ___________ (the "Holder"), subject to the terms and conditions set forth herein, the principal sum of ___________ ($___________). This Senior Secured Note (this "Note") is issued as of the date first written above (the "Issuance Date") and is one of a series of notes containing substantially identical terms and conditions issued pursuant to that certain Note Purchase Agreement dated as of June, 2017 (as amended, restated or otherwise modified from time to time, the "NPA"). Capitalized terms used herein and not otherwise defined shall have the meanings given to such terms in the NPA. Such notes are referred to herein collectively as the "Notes," and the holders thereof are referred to herein collectively as the "Holders". This Note is subject to the following terms and conditions.

Indenture Dated as of February 2, 2018 Senior Secured Notes Due 2024 (February 6th, 2018)

This INDENTURE, dated as of February 2, 2018 (this "Indenture"), is by and among Full House Resorts, Inc., a Delaware corporation (such company and any successor, the "Company"), the Guarantors (as defined herein) and Wilmington Trust, National Association, as trustee (such institution and any successor, the "Trustee"), as Collateral Agent (as defined herein) and as Calculation Agent (as defined herein).

Ener-Core Inc. – [Form of Senior Secured Note] (January 26th, 2018)

FOR VALUE RECEIVED, Ener-Core, Inc., a Delaware corporation (the "Company"), hereby promises to pay to [BUYER] or registered assigns (the "Holder") in cash and/or in shares of Common Stock (as defined below) the amount set out above as the Original Principal Amount (as reduced pursuant to the terms hereof pursuant to redemption, conversion or otherwise, the "Principal") when due, whether upon the Maturity Date (as defined below), acceleration, redemption or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate from the date set out above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, whether upon an Interest Date (as defined below), the Maturity Date, acceleration, conversion, redemption or otherwise (in each case in accordance with the terms hereof). This Senior Secured Note (including all Senior Secured Notes issued in exchange, transfer or replacem

United Rentals Realty, LLC – [ ]% Senior Secured Notes Due [ ] (January 25th, 2018)

SENIOR SECURED INDENTURE, dated as of [ ], 20[ ], among UNITED RENTALS (NORTH AMERICA), INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called the Company), having its principal office at 100 First Stamford Place, Suite 700, Stamford, Connecticut 06902, UNITED RENTALS, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called Holdings), the Subsidiaries of the Company named in Schedule A (herein called the Subsidiary Guarantors and, together with Holdings, the Guarantors) and WELLS FARGO BANK, NATIONAL ASSOCIATION, national banking association having its designated corporate trust office at 150 East 42nd Street, 40th Floor, New York, New York 10017, as trustee (herein called the Trustee) and Notes Collateral Agent.