SUBSIDIARIES GUARANTYSubsidiaries Guaranty • November 15th, 2013 • Town Sports International Holdings Inc • Services-membership sports & recreation clubs
Contract Type FiledNovember 15th, 2013 Company IndustrySUBSIDIARIES GUARANTY, dated as of November 15, 2013 (as amended, modified or supplemented from time to time, this “Guaranty”), made by each of the undersigned guarantors (each a “Guarantor” and, together with any other entity that becomes a guarantor hereunder pursuant to Section 25 hereof, the “Guarantors”). Except as otherwise defined herein, capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
SECURITY AGREEMENT among TSI HOLDINGS II, LLC, TOWN SPORTS INTERNATIONAL, LLC, CERTAIN OTHER SUBSIDIARIES OF TSI HOLDINGS II, LLC and DEUTSCHE BANK AG NEW YORK BRANCH, as COLLATERAL AGENT Dated as of November 15, 2013Security Agreement • November 15th, 2013 • Town Sports International Holdings Inc • Services-membership sports & recreation clubs • New York
Contract Type FiledNovember 15th, 2013 Company Industry JurisdictionSECURITY AGREEMENT, dated as of November 15, 2013, made by each of the undersigned assignors (each, an “Assignor” and, together with any other entity that becomes an assignor hereunder pursuant to Section 10.12 hereof, the “Assignors”) in favor of Deutsche Bank AG New York Branch, as collateral agent (together with any successor collateral agent, the “Collateral Agent”), for the benefit of the Secured Creditors (as defined below). Certain capitalized terms as used herein are defined in Article IX hereof. Except as otherwise defined herein, all other capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
CREDIT AGREEMENT among TSI HOLDINGS II, LLC, TOWN SPORTS INTERNATIONAL, LLC, VARIOUS LENDERS and DEUTSCHE BANK AG NEW YORK BRANCH, as ADMINISTRATIVE AGENT Dated as of November 15, 2013 DEUTSCHE BANK SECURITIES INC. and KEYBANK NATIONAL ASSOCIATION as...Credit Agreement • November 15th, 2013 • Town Sports International Holdings Inc • Services-membership sports & recreation clubs • New York
Contract Type FiledNovember 15th, 2013 Company Industry JurisdictionCREDIT AGREEMENT, dated as of November 15, 2013, among TSI HOLDINGS II, LLC, a Delaware limited liability company (“Holdings”), TOWN SPORTS INTERNATIONAL, LLC, a New York limited liability company (the “Borrower”), the Lenders party hereto from time to time, and DEUTSCHE BANK AG NEW YORK BRANCH, as administrative agent (in such capacity, the “Administrative Agent”). All capitalized terms used herein and defined in Section 1 are used herein as therein defined.
PLEDGE AGREEMENT among TSI HOLDINGS II, LLC, TOWN SPORTS INTERNATIONAL, LLC, VARIOUS OTHER SUBSIDIARIES OF TSI HOLDINGS II, LLC and DEUTSCHE BANK AG NEW YORK BRANCH, as COLLATERAL AGENT Dated as of November 15, 2013Pledge Agreement • November 15th, 2013 • Town Sports International Holdings Inc • Services-membership sports & recreation clubs • New York
Contract Type FiledNovember 15th, 2013 Company Industry Jurisdiction