0001193125-13-400556 Sample Contracts

THIRD SUPPLEMENTAL INDENTURE
Third Supplemental Indenture • October 16th, 2013 • KCG Holdings, Inc. • Security brokers, dealers & flotation companies • New York

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 15, 2013, by and among KCG Holdings, Inc. (the “Company”), the Guarantors (as defined below) and The Bank of New York Mellon, as trustee under the Indenture referred to below (the “Trustee”). Capitalized terms used herein without definition shall have the meanings ascribed to them in the Indenture.

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FIRST AMENDMENT AND CONSENT TO CREDIT AGREEMENT
Credit Agreement • October 16th, 2013 • KCG Holdings, Inc. • Security brokers, dealers & flotation companies • New York

FIRST AMENDMENT AND CONSENT TO CREDIT AGREEMENT (this “First Amendment”), dated as of October 15, 2013, among KCG HOLDINGS, INC., a Delaware corporation (the “Borrower”), the Guarantors (as defined in the Credit Agreement referred to below), the Lenders (as defined in the Credit Agreement referred to below) party hereto and JEFFERIES FINANCE LLC, as the administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (as defined in the Credit Agreement referred to below) (in such capacity, the “Collateral Agent”). All capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.

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