MEDLEY LLC Issuer and U.S. BANK NATIONAL ASSOCIATION Trustee Indenture Dated as of August 9, 2016 Providing for the Issuance of Debt Securities MEDLEY LLC Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of August 9, 2016Indenture • August 10th, 2016 • Medley LLC • Investment advice • New York
INDENTURE, dated as of August 9, 2016, between MEDLEY LLC, a Delaware limited liability company (the “Company”), having its principal office at 280 Park Avenue, 6th Floor East, New York, New York 10017, and U.S. Bank National Association, as Trustee (the “Trustee”), having its Corporate Trust Office at One Federal Street, 3rd Floor, Boston, MA 02110.
THIRD SUPPLEMENTAL INDENTURE between MEDLEY LLC and as Trustee Dated as of January 18, 2017 THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • January 20th, 2017 • Medley LLC • Investment advice • New York
THIS THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), dated as of January 18, 2017, is between Medley LLC, a Delaware limited liability company (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”). All capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Base Indenture (as defined below).
CLASS A UNIT AWARD AGREEMENT UNDER THE FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEDLEY LLC DATED AND EFFECTIVE AS OF [DATE]Class a Unit Award Agreement • May 15th, 2018 • Medley LLC • Investment advice • Delaware
This AWARD AGREEMENT (“Agreement”) dated and effective as of [DATE] (the “Grant Date”), and is between Medley LLC, a Delaware limited liability company (the “Company”), and [NAME] (the “Participant”). Any term capitalized but not defined in this Agreement will have the meaning set forth in the Fourth Amended and Restated Limited Liability Company Agreement of Medley LLC, dated as of September 23, 2014, as may be amended from time to time (the “LLC Agreement”).
FIRST SUPPLEMENTAL INDENTURE between MEDLEY LLC and as Trustee Dated as of August 9, 2016 FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • August 10th, 2016 • Medley LLC • Investment advice • New York
THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of August 9, 2016, is between Medley LLC, a Delaware limited liability company (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”). All capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Base Indenture (as defined below).
Medley LLCUnderwriting Agreement • February 13th, 2017 • Medley LLC • Investment advice • New York
Medley LLC, a Delaware limited liability company (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) $[•] aggregate principal amount of 7.25% Notes due 2024 (the "Senior Notes") of the Company and, at the election of the Underwriters pursuant to the option described in Section 2 hereof, up to an additional $[•] aggregate principal amount of Senior Notes.
SECOND SUPPLEMENTAL INDENTURE between MEDLEY LLC and as Trustee Dated as of October 18, 2016 SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • October 19th, 2016 • Medley LLC • Investment advice • New York
THIS SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of October 18, 2016, is between Medley LLC, a Delaware limited liability company (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”). All capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Base Indenture (as defined below).
FOURTH SUPPLEMENTAL INDENTURE between MEDLEY LLC and as Trustee Dated as of February 22, 2017 FOURTH SUPPLEMENTAL INDENTUREFourth Supplemental Indenture • February 22nd, 2017 • Medley LLC • Investment advice • New York
THIS FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”), dated as of February 22, 2017, is between Medley LLC, a Delaware limited liability company (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”). All capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Base Indenture (as defined below).
AMENDMENT NUMBER THREE TO CREDIT AGREEMENTCredit Agreement • September 27th, 2017 • Medley LLC • Investment advice • New York
This CREDIT AGREEMENT (this “Agreement”), dated as of August 19, 2014, is entered into by and among MEDLEY LLC, a Delaware limited liability company (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 CITY NATIONAL BANK, a national banking association (“CNB”), as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) and as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) for the Lenders and the Bank Product Providers.
and between Medley Management Inc., a Delaware corporation (the "Company"), and Peter Kravitz of Province LLC ("Director").Director Agreement • March 31st, 2021 • Medley LLC • Investment advice • Delaware
The Company and Director desire to enter into this Agreement to set forth the terms and conditions of Director's service on the Board of Directors of the Company (the "Board").
FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEDLEY LLC Dated as of June 1, 2021Limited Liability Company Agreement • June 3rd, 2021 • Medley LLC • Investment advice • Delaware
This FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Medley LLC (the “Company”), is made as of June 1, 2021 (the “Effective Date”) by and among Michelle Dreyer, as the Manager, and the Members whose names are set forth in the books and records of the Company.
Medley LLC [●]% Notes due 20[●] Distribution AgreementDistribution Agreement • August 2nd, 2016 • Medley LLC • Investment advice • New York
Medley LLC, a Delaware limited liability company (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Purchasing Agents named in Schedule I hereto (the “Purchasing Agents”) $[●] aggregate principal amount of [●]% Notes due 20[●] (the "Senior Notes") of the Company and, at the election of the Purchasing Agents pursuant to the option described in Section 3 hereof, up to an additional $[●] aggregate principal amount of Senior Notes.
Master Investment Agreement amongMaster Investment Agreement • July 28th, 2016 • Medley LLC • Investment advice • New York
This MASTER INVESTMENT AGREEMENT, is entered into as of June 3, 2016, by and among (i) Medley LLC, a Delaware limited liability company (“Medley”); (ii) Medley Seed Funding I LLC, a Delaware limited liability company (“MSF I”); (iii) Medley Seed Funding II LLC, a Delaware limited liability company (“MSF II”); (iv) Medley Seed Funding III LLC, a Delaware limited liability company (“MSF III”); (v) DB MED Investor I LLC, a Delaware limited liability company (“DMI I”), and (vi) DB MED Investor II, a Delaware limited liability company (“DMI II” and, together with DMI I, the “Fortress Investors”).
Amended and Restated Limited Liability Company Agreement ofLimited Liability Company Agreement • April 1st, 2019 • Medley LLC • Investment advice • Delaware
FOURTH SUPPLEMENTAL INDENTURE between MEDLEY LLC and as Trustee Dated as of [●], 2017 FOURTH SUPPLEMENTAL INDENTUREFourth Supplemental Indenture • February 13th, 2017 • Medley LLC • Investment advice • New York
THIS FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”), dated as of [●], 2017, is between Medley LLC, a Delaware limited liability company (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”). All capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Base Indenture (as defined below).
FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEDLEY LLCLimited Liability Company Agreement • February 9th, 2021 • Medley LLC • Investment advice • Delaware
THIS FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Amendment”) of Medley LLC, a Delaware limited liability company (the “Company”), is made effective as of February 3, 2021.
