SECURITY AGREEMENTSecurity Agreement • August 15th, 2005 • Terra Networks Associates, S.L. • Land subdividers & developers (no cemeteries) • Delaware
THIS SECURITY AGREEMENT (this “Agreement”) dated as of April 15, 2005, is among RCG Companies Incorporated, a Delaware corporation (together with its successors and assigns, “Debtor”), and Terra Networks Asociadas, S.L., a company organized and existing under the laws of the Kingdom of Spain (“Secured Party”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • August 15th, 2005 • Terra Networks Associates, S.L. • Land subdividers & developers (no cemeteries) • Delaware
THIS INTERCREDITOR AGREEMENT (this “Agreement”) is entered into as of April 15, 2005, among AMADEUS AMERICAS, INC. F/K/A AMADEUS NMC HOLDING, INC., a Delaware corporation (“Amadeus”); TERRA NETWORKS ASOCIADAS, S.L., a company organized and existing under the laws of the Kingdom of Spain (“Terra”); AVANTI MANAGEMENT, INC., a Pennsylvania corporation (“Avanti”); and LIBRA SECURITIES, LLC, a Delaware limited liability company (“Libra Securities” and together with Amadeus, Terra and Avanti, each a “Lender,” and collectively, the “Lenders”), and is consented to by RCG COMPANIES INCORPORATED, a Delaware corporation and the maker of each of the Convertible Promissory Notes referenced below (the “Buyer”).
