0000950137-07-012866 Sample Contracts

BALLY TOTAL FITNESS HOLDING CORPORATION AND [HSBC BANK USA, NATIONAL ASSOCIATION,] AS TRUSTEE INDENTURE DATED AS OF , 2007 155/8%/14% SENIOR SUBORDINATED TOGGLE NOTES DUE 2013
Trust Indenture       Indenture • August 22nd, 2007 • Bally Total Fitness Holding Corp • Services-membership sports & recreation clubs • New York

INDENTURE dated as of , 2007 between BALLY TOTAL FITNESS HOLDING CORPORATION, a Delaware corporation (as more fully defined below, the “Company”), and [HSBC BANK USA, NATIONAL ASSOCIATION,] a national banking association, as trustee (the “Trustee”).

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EXHIBIT T3H
Bally Total Fitness Holding Corp • August 22nd, 2007 • Services-membership sports & recreation clubs

Credit Agreement dated 10/16/2006 $205,900,000 term loan $34,100,000 delayed-draw term loan $44,000,000 revolving loan Maturity: earlier of (i) 14 days before maturity of 9 7/8% Subordinated Notes, including extensions or refinancings, and (ii) October 10, 2010. Secured by substantially all of the Company’s real and personal property Guaranteed by substantially all subsidiaries

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