THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • February 21st, 2023 • Vector Group LTD • Cigarettes
14, 2015 (this “Agreement”), is entered into by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, a “Lender,” as that term is hereinafter further defined), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative and collateral agent (together with its successors and assigns, in such capacity, “Agent”), Liggett Group LLC, a Delaware limited liability company, as successor to Liggett Group Inc. (“Liggett”), 100 Maple LLC, a Delaware limited liability company (“100 Maple”) and Vector Tobacco Inc., a Virginia corporation (“Vector Tobacco” and, together with Liggett and 100 Maple, “Borrowers” and each individually, a “Borrower”).
AND EACH OF THE GUARANTORS PARTY HERETO 5.75% SENIOR SECURED NOTES DUE 2029Indenture • February 21st, 2023 • Vector Group LTD • Cigarettes • New York
SECURITY AGREEMENTSecurity Agreement • February 21st, 2023 • Vector Group LTD • Cigarettes • New York
(1)LIGGETT GROUP LLC, a Delaware limited liability company, and 100 MAPLE LLC, a Delaware limited liability company, as grantors (each a “Grantor” and, collectively, the “Grantors”); and
SECOND AMENDED AND RESTATED INTERCREDITOR AND LIEN SUBORDINATION AGREEMENTIntercreditor and Lien Subordination Agreement • February 21st, 2023 • Vector Group LTD • Cigarettes • New York
AGREEMENT, dated as of January 28, 2021 (this “Intercreditor Agreement” as hereinafter further defined), among Wells Fargo Bank, National Association, in its capacity as administrative agent (in such capacity, the “ABL Agent” as hereinafter further defined), for itself and on behalf of the other ABL Secured Parties (as hereinafter defined), U.S. Bank National Association, in its capacity as collateral agent for the Noteholder Secured Parties (in such capacity, the “Collateral Agent” as hereinafter further defined), Liggett Group LLC, a Delaware limited liability company (“Liggett Group”), and 100 Maple LLC, a Delaware limited liability company (“100 Maple” and, together with Liggett Group, the “Initial Borrowers”) and each other borrower under the ABL Loan Agreement from time to time that becomes party hereto pursuant to a Joinder Agreement (each, an “Other Borrower” and, together with the Initial Borrowers, the “Borrowers” and each individually, a “Borrower”).
PLEDGE AGREEMENTPledge Agreement • February 21st, 2023 • Vector Group LTD • Cigarettes • New York
The Pledgor enters into this Agreement in connection with the Indenture, dated January 28, 2021 (as amended, supplemented, or otherwise modified from time to time, the “Indenture”), by and among Vector Group Ltd. (“Vector Group”), the Guarantors party thereto and U.S. Bank National Association, as trustee (together with any successor in such capacity, the “Trustee”).
NON-EMPLOYEE DIRECTOR RESTRICTED SHARES AWARD AGREEMENT PURSUANT TO THE VECTOR GROUP LTD. AMENDED & RESTATED 2014 MANAGEMENT INCENTIVE PLANRestricted Shares Award Agreement • February 21st, 2023 • Vector Group LTD • Cigarettes
THIS AGREEMENT (the “Agreement”), made as of [Grant Date] (“Grant Date”), by and between Vector Group Ltd., a Delaware Corporation, with its principal office at 4400 Biscayne Boulevard, 10th Floor, Miami, FL 33137 (the “Company”), and [Participant] (the “Participant”).
3rd AMENDMENT TO OFFICE LEASE VECTOR GROUP LTD. — 10th FLOOROffice Lease • February 21st, 2023 • Vector Group LTD • Cigarettes
THIS 3rd AMENDMENT TO OFFICE LEASE (this "Amendment") is made as of January 30, 2023, by and between FROST REAL ESTATE HOLDINGS LLC, a Florida limited liability company ("Landlord") and VECTOR GROUP LTD, a Delaware Corporation (Tenant").
