0001084961-14-000028 Sample Contracts

SECOND SUPPLEMENTAL INDENTURE
Second Supplemental Indenture • May 8th, 2014 • Encore Capital Group Inc • Short-term business credit institutions • New York

This SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of March 14, 2014, among the Guarantors named in Schedule 1 hereto (together with the Company (as defined below), the “New Guarantors”, and each, a “New Guarantor”), MARLIN INTERMEDIATE HOLDINGS PLC, a public limited company incorporated under the laws of England and Wales with its registered office at Marlin House, 16-22 Grafton Road, Worthing, West Sussex, United Kingdom, BN11 1QP (the “Issuer”), MARLIN FINANCIAL GROUP LIMITED, a private limited company organized under the laws of England and Wales, MARLIN FINANCIAL INTERMEDIATE LIMITED, a private limited company organized under the laws of England and Wales, CABOT FINANCIAL LIMITED, a private limited company organized under the laws of England and Wales (the “Company”), certain subsidiaries of the Company from time to time parties hereto, THE BANK OF NEW YORK MELLON, LONDON BRANCH, as trustee (the “Trustee”) under the Indenture referred to below, and J.P. MO

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AMENDMENT NO. 1 TO TAX LIEN LOAN AND SECURITY AGREEMENT
Tax Lien Loan and Security Agreement • May 8th, 2014 • Encore Capital Group Inc • Short-term business credit institutions • New York

THIS AMENDMENT NO. 1 TO TAX LIEN LOAN AND SECURITY AGREEMENT (the “Amendment”), dated as of May 6, 2014 is entered into by and among PFS FINANCIAL 1, LLC, as a borrower (“PFS1”), PFS FINANCIAL 2, LLC, on behalf of itself and each of its Series, as a borrower (“PFS2”), PFS FINANCE HOLDINGS, LLC, as the borrower representative (the “Borrower Representative”), and WELLS FARGO BANK, N.A., a national banking association (“Buyer”). Capitalized terms used and not otherwise defined herein are used as defined in the Loan Agreement (as defined below).

SECOND SUPPLEMENTAL INDENTURE
Second Supplemental Indenture • May 8th, 2014 • Encore Capital Group Inc • Short-term business credit institutions • New York

This SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of March 14, 2014, between the Guarantors named in Schedule 1 hereto (together, the “New Guarantors”, and each, a “New Guarantor”), CABOT FINANCIAL (LUXEMBOURG) S.A., a société anonyme incorporated under Luxembourg law with registered office at L-5365 Munsbach, 6, rue Gabriel Lippmann, registered with the register of commerce and companies of Luxembourg under the number B 171.125 (the “Issuer”), CABOT CREDIT MANAGEMENT LIMITED, a limited liability company organized under the laws of England and Wales (“CCM”), CABOT FINANCIAL LIMITED, a limited liability company incorporated under the laws of England and Wales (the “Company”), certain subsidiaries of the Company from time to time parties hereto and CITIBANK, N.A., LONDON BRANCH, as trustee (the “Trustee”), under the Indenture referred to below.

PFS TAX LIEN TRUST 2014-1, as Issuer and Citibank, N.A., as Indenture Trustee INDENTURE Dated as of May 6, 2014
Indenture • May 8th, 2014 • Encore Capital Group Inc • Short-term business credit institutions • New York

This INDENTURE, dated as of May 6, 2014 (this “Indenture”), is between PFS TAX LIEN TRUST 2014-1, a statutory trust organized under the laws of the State of Delaware, as issuer (the “Issuer”) and Citibank, N.A., a national banking association, as indenture trustee (the “Indenture Trustee”).

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