WMG ACQUISITION CORP., as Issuer and the Guarantors, if any, from time to time parties hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee and CREDIT SUISSE AG as Notes Authorized Agent and as Collateral Agent INDENTURE DATED AS OF NOVEMBER 1,...Indenture • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
INDENTURE, dated as of November 1, 2012 (as amended, supplemented, waived or otherwise modified from time to time, this “Indenture”), among WMG ACQUISITION CORP., a Delaware corporation, as issuer, the Guarantors, if any, from time to time party hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”) and CREDIT SUISSE AG, as Notes Authorized Agent and as Collateral Agent.
CREDIT AGREEMENT dated as of November 1, 2012 among WMG ACQUISITION CORP., as Borrower, THE LENDERS PARTY HERETO, and CREDIT SUISSE AG, as Administrative Agent, CREDIT SUISSE SECURITIES (USA) LLC, BARCLAYS BANK PLC, UBS SECURITIES LLC, MACQUARIE...Credit Agreement • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This CREDIT AGREEMENT (“Agreement”) is dated as of November 1, 2012, among WMG ACQUISITION CORP., a Delaware corporation (the “Borrower”), each LENDER from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”) and CREDIT SUISSE AG, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”).
GUARANTEE AGREEMENT Dated as of November 1, 2012 From THE GUARANTORS NAMED HEREIN and THE ADDITIONAL GUARANTORS REFERRED TO HEREIN as Guarantors in favor of THE SECURED PARTIES REFERRED TO IN THE CREDIT AGREEMENT REFERRED TO HEREINGuarantee Agreement • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
GUARANTEE AGREEMENT dated as of November 1, 2012 (the “Guarantee”) made by the Persons listed on the signature pages hereof under the caption “Subsidiary Guarantors” and the Additional Guarantors (as defined in Section 9) (such Persons so listed and the Additional Guarantors being, collectively, the “Guarantors” and, individually, a “Guarantor”) in favor of the Secured Parties (as defined in the Credit Agreement referred to below).
SECURITY AGREEMENT dated as of November 1, 2012 Among The GRANTORS referred to herein as Grantors, CREDIT SUISSE AG as Collateral Agent, CREDIT SUISSE AG as Term Loan Authorized Representative, CREDIT SUISSE AG as Revolving Authorized Representative,...Security Agreement • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
SECURITY AGREEMENT dated as of November 1, 2012 (this “Agreement”) among WMG ACQUISITION CORP., a Delaware corporation (the “Company”), WMG HOLDINGS CORP., a Delaware corporation (“Holdings”), the other Persons listed on the signature pages hereof and the Additional Grantors (the Company, Holdings, the Persons so listed and the Additional Grantors being, collectively, the “Grantors”), CREDIT SUISSE AG, as collateral agent for the Secured First Lien Parties (as defined below) (in such capacity together with its successors and assigns in such capacity, the “Collateral Agent”), CREDIT SUISSE AG, as Administrative Agent under the Term Loan Credit Agreement (as defined below) (in such capacity, together with its successors and assigns in such capacity, the “Term Loan Authorized Representative”), CREDIT SUISSE AG, as Administrative Agent under the Revolving Credit Agreement (as defined below) (in such capacity, together with its successors and assigns in such capacity, the “Revolving Authori
CREDIT AGREEMENT among WMG ACQUISITION CORP., as Borrower, THE LENDERS FROM TIME TO TIME PARTIES HERETO, CREDIT SUISSE AG, as Administrative Agent, BARCLAYS BANK PLC, UBS SECURITIES LLC, as Syndication Agents, and CREDIT SUISSE SECURITIES (USA) LLC,...Credit Agreement • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
CREDIT AGREEMENT, dated as of November 1, 2012, among WMG ACQUISITION CORP. (as further defined in Section 1.1, the “Borrower”), a Delaware corporation, the several banks and other financial institutions from time to time party hereto (as further defined in Section 1.1, the “Lenders”), and CREDIT SUISSE AG, as administrative agent (in such capacity and as further defined in Section 1.1, the “Administrative Agent”) for the Lenders hereunder.
SUBSIDIARY GUARANTY Dated as of November 1, 2012 From THE GUARANTORS NAMED HEREIN and THE ADDITIONAL GUARANTORS REFERRED TO HEREIN as Guarantors in favor of THE SECURED PARTIES REFERRED TO IN THE CREDIT AGREEMENT REFERRED TO HEREINSubsidiary Guaranty • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
SUBSIDIARY GUARANTY dated as of November 1, 2012 (the “Guaranty”) made by the Persons listed on the signature pages hereof under the caption “Subsidiary Guarantors” and the Additional Guarantors (as defined in Section 9) (such Persons so listed and the Additional Guarantors being, collectively, the “Guarantors” and, individually, a “Guarantor”) in favor of the Secured Parties (as defined in the Credit Agreement referred to below).
COPYRIGHT SECURITY AGREEMENTSecurity Agreement • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This Copyright Security Agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”), dated as of November 1, 2012, is made by the Persons listed on the signature pages hereof (collectively, the “Grantors”) in favor of Credit Suisse AG, as collateral agent (the “Collateral Agent”) for the Secured First Lien Parties (as defined in the Security Agreement referred to below).
TO WMG Acquisition Corp. a Delaware Corporation Satisfaction and Discharge of Indenture Dated as of November 1, 2012 Discharging the Indenture, dated as of July 20, 2011, among the Company, the Guarantors and the Trustee, as amended prior to the date...Wells Fargo • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services
THIS DOCUMENT, dated as of November 1, 2012 (hereinafter referred to as “Satisfaction of Indenture”), relates to that certain Indenture, dated as of July 20, 2011 (as amended prior to the date hereof, the “Indenture”), among WMG Acquisition Corp. (the “Company”), the Guarantors from time to time party thereto (the “Guarantors”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”). Capitalized terms used herein but not defined herein shall have the meanings assigned to them in the Indenture.
WMG HOLDINGS CORP., as the Issuer, WARNER MUSIC GROUP CORP., as Guarantor and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of October 30, 2012Indenture • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 30, 2012, among WMG Holdings Corp., a Delaware corporation (the “Company”), Warner Music Group Corp., as Guarantor, and Wells Fargo Bank, National Association, a national banking association, as trustee under the Indenture referred to below (the “Trustee”).
WMG ACQUISITION CORP., as the Issuer, ARMS UP INC. as Guarantor, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of November 1, 2012 to INDENTURE Dated as of July 20, 2011 as amendedSupplemental Indenture • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of November 1, 2012, among Arms Up Inc., a Delaware corporation (the “Guaranteeing Subsidiary”), a subsidiary of WMG Acquisition Corp., a Delaware corporation (the “Company”), the Company and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This Trademark Security Agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”), dated as of November 1, 2012, is made by the Persons listed on the signature pages hereof (collectively, the “Grantors”) in favor of Credit Suisse AG, as collateral agent (the “Collateral Agent”) for the Secured First Lien Parties (as defined in the Security Agreement referred to below).
WMG ACQUISITION CORP., as the Issuer, the Guarantors party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of October 30, 2012 TO INDENTURE Dated as of July 20, 2011 as amendedSupplemental Indenture • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
WHEREAS, the Company and the Trustee entered into an Indenture, dated as of July 20, 2011, as supplemented by the Supplemental Indenture, dated as of July 20, 2011, by and among the Company, the guarantors party thereto and the Trustee (collectively, the “Indenture”), for the benefit of each other and for the equal and ratable benefit of the Holders of the 9.50% Senior Secured Notes due 2016 (the “Notes”). Capitalized terms used herein without definition have the meanings ascribed to such terms in the Indenture;
WMG ACQUISITION CORP., as the Issuer, the Guarantors party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of October 30, 2012 TO INDENTURE Dated as of May 28, 2009 as amendedSupplemental Indenture • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
WHEREAS, the Company and the Trustee entered into an Indenture, dated as of May 28, 2009, as amended and supplemented by the Supplemental Indenture, dated as of May 23, 2011, by and among the Company, the guarantors party thereto and the Trustee, and as further supplemented by the Second Supplemental Indenture, dated as of July 20, 2011, by and among the Company, the guarantors party thereto and the Trustee (collectively, the “Indenture”), for the benefit of each other and for the equal and ratable benefit of the Holders of the 9.50% Senior Secured Notes due 2016 (the “Notes”). Capitalized terms used herein without definition have the meanings ascribed to such terms in the Indenture;
PATENT SECURITY AGREEMENTPatent Security Agreement • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
This Patent Security Agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”), dated as of November 1, 2012, is made by the Persons listed on the signature pages hereof (collectively, the “Grantors”) in favor of Credit Suisse AG, as collateral agent (the “Collateral Agent”) for the Secured First Lien Parties (as defined in the Security Agreement referred to below).
SECOND SUPPLEMENTAL INDENTURE WMG ACQUISITION CORP., as the Issuer, WARNER MUSIC GROUP CORP., as Guarantor, the Guarantors party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of October 30, 2012Indenture • November 7th, 2012 • Warner Music Group Corp. • Services-amusement & recreation services • New York
WHEREAS, the Company has heretofore executed and delivered to the Trustee an indenture dated as of July 20, 2011 as amended through the date hereof (the “Indenture”), by and among the Company, the Guarantors and the Trustee, pursuant to which the Company’s 11.50% Senior Notes due 2018 (the “Notes”) were issued;
