INTERCREDITOR AGREEMENT by and among the CREDIT PARTIES party hereto, CORTLAND CAPITAL MARKET SERVICES LLC, as First Lien Agent, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Second Lien Notes Trustee Dated as of February 22, 2018Intercreditor Agreement • December 3rd, 2018 • Iconix Brand Group, Inc. • Footwear, (no rubber) • New York
THIS INTERCREDITOR AGREEMENT (as amended, supplemented, restated, amended and restated or otherwise modified from time to time pursuant to the terms hereof, this “Agreement”) is entered into as of February 22, 2018, among, the CREDIT PARTIES party hereto from time to time, CORTLAND CAPITAL MARKET SERVICES LLC, in its capacities as administrative agent and collateral agent under the First Lien Credit Agreement defined below (together with its successors and assigns in such capacities, the “First Lien Agent”) for the lenders party from time to time thereto (such lenders, together with their respective successors, assigns and transferees, the “First Lien Lenders” and, together with the First Lien Agent, the “First Lien Secured Parties”) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., in its capacities as trustee and collateral agent under the Second Lien Notes Indenture defined below (together with its successors and assigns in such capacities, the “Second Lien Notes Trustee”) for th
