0001144204-09-054646 Sample Contracts

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11% Senior Notes due 2016 unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors listed in Exhibit C hereto
Exchange and Registration Rights Agreement • October 26th, 2009 • MDC Partners Inc • Services-advertising agencies • New York
MDC PARTNERS INC., THE NOTE GUARANTORS PARTY HERETO AND THE BANK OF NEW YORK MELLON, AS TRUSTEE 11% SENIOR NOTES DUE 2016 INDENTURE Dated as of October 23, 2009
Indenture • October 26th, 2009 • MDC Partners Inc • Services-advertising agencies • New York

INDENTURE, dated as of October 23, 2009, among MDC Partners Inc., a corporation continued under the laws of Canada (the “Company”), the Note Guarantors party hereto and The Bank of New York Mellon, a New York banking corporation, as Trustee (the “Trustee”).

CREDIT AGREEMENT by and among MDC PARTNERS INC. as Parent, MAXXCOM INC. as Borrower, THE LENDERS THAT ARE SIGNATORIES HERETO as the Lenders, and WELLS FARGO FOOTHILL, LLC as Agent and EACH OF THE SUBSIDIARIES OF MDC PARTNERS INC. THAT ARE SIGNATORY...
Credit Agreement • October 26th, 2009 • MDC Partners Inc • Services-advertising agencies • New York

THIS CREDIT AGREEMENT (this "Agreement"), is entered into as of October 23, 2009, by and among the lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a "Lender" and collectively as the "Lenders"), WELLS FARGO FOOTHILL, LLC, a Delaware limited liability company, as the agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, "Agent"), MDC PARTNERS INC., a Canadian corporation ("Parent"), and MAXXCOM INC., a Delaware corporation ("Borrower"), and for purposes of Sections 4, 5, 6 and 16 of this Agreement, each of the Subsidiaries of Parent identified on the signature pages hereof.

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