INDENTURE Dated as of October 4, 2013 Among HILTON WORLDWIDE FINANCE LLC, as the Issuer, HILTON WORLDWIDE FINANCE CORP., as the Co-Issuer, the Guarantors from time to time party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 5.625%...Indenture • October 18th, 2013 • Hilton Worldwide Holdings Inc. • Hotels & motels • New York
INDENTURE, dated as of October 4, 2013, among Hilton Worldwide Finance LLC, a Delaware limited liability company (the “Issuer”), Hilton Worldwide Finance Corp., a Delaware corporation wholly owned by the Issuer (the “Co-Issuer” and, together with the Issuer, the “Issuers”), the Guarantors (as defined herein) from time to time party hereto and Wilmington Trust, National Association, a national banking association, as Trustee.
HILTON WORLDWIDE FINANCE LLC HILTON WORLDWIDE FINANCE CORP. $1,500,000,000 5.625% Senior Notes due 2021 REGISTRATION RIGHTS AGREEMENT dated October 4, 2013Registration Rights Agreement • October 18th, 2013 • Hilton Worldwide Holdings Inc. • Hotels & motels • New York
This Agreement is entered into in connection with the Purchase Agreement, dated as of September 20, 2013 (as supplemented by the joinder agreement dated the date hereof, the “Purchase Agreement”), by and among the Company, the Issuers and the Representative on behalf of the Initial Purchasers, which provides for, among other things, the sale by the Issuers to the Initial Purchasers of $1,500,000,000 in aggregate principal amount of the Issuers’ 5.625% Senior Notes due 2021 (the “Notes”). The Notes are issued under an indenture dated as of October 4, 2013 (such indenture, as amended or supplemented from time to time, the “Indenture”), by and among the Issuers, the Company and Wilmington Trust, National Association, as trustee (the “Trustee”). The payment of principal, premium, Additional Interest (as defined in the Indenture), if any, and interest on the Notes will be fully and unconditionally guaranteed on a senior unsecured basis (the “Guarantees”), jointly and severally, (i) on and a
RECEIVABLES LOAN AGREEMENT Dated as of May 9, 2013 among HILTON GRAND VACATIONS TRUST I LLC, as Borrower WELLS FARGO BANK, NATIONAL ASSOCIATION, as Paying Agent and Securities Intermediary THE PERSONS FROM TIME TO TIME PARTY HERETO AS CONDUIT LENDERS,...Receivables Loan Agreement • October 18th, 2013 • Hilton Worldwide Holdings Inc. • Hotels & motels • New York
This RECEIVABLES LOAN AGREEMENT dated as of May 9, 2013, is by and among HILTON GRAND VACATIONS TRUST I LLC, a Delaware limited liability company, as Borrower, WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Paying Agent and Securities Intermediary, THE COMMERCIAL PAPER CONDUITS FROM TIME TO TIME PARTY HERETO, as Conduit Lenders, THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY HERETO, as Committed Lenders, THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY HERETO, as Managing Agents, and DEUTSCHE BANK SECURITIES, INC., as Administrative Agent for the Conduit Lenders and the Committed Lenders. Capitalized terms used herein shall have the meanings specified in Section 1.01.
