AMENDMENT NO. 1 TO THE CREDIT AGREEMENTCredit Agreement • August 18th, 2016 • Hilton Worldwide Holdings Inc. • Hotels & motels • New York
This CREDIT AGREEMENT (as the same may be amended, modified, refinanced and/or restated from time to time, this “Agreement”) is entered into as of October 25, 2013, among HILTON WORLDWIDE HOLDINGS INC., a Delaware corporation (“Parent”), HILTON WORLDWIDE FINANCE LLC, a Delaware limited liability company (the “Borrower”), the Guarantors party hereto from time to time, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
HILTON ESCROW ISSUER LLC HILTON ESCROW ISSUER CORP.Escrow Agreement • August 18th, 2016 • Hilton Worldwide Holdings Inc. • Hotels & motels • New York
ESCROW AGREEMENT (this “Agreement”), dated as of August 18, 2016, among Wilmington Trust, National Association, as escrow agent and securities intermediary (in such capacities, the “Escrow Agent”), Wilmington Trust, National Association, as trustee under the Indenture (as defined herein) (in such capacity, the “Trustee”), Hilton Escrow Issuer LLC, a Delaware limited liability company (the “Issuer”), and Hilton Escrow Issuer Corp., a Delaware corporation (the “Co-Issuer” and, together with the Issuer, the “Issuers”), each a wholly-owned subsidiary of the Company (as defined below).
INDENTURE Dated as of August 18, 2016 Among HILTON ESCROW ISSUER LLC, as the Escrow Issuer, HILTON ESCROW ISSUER CORP., as the Escrow Co-Issuer, to be merged with and into HILTON DOMESTIC OPERATING COMPANY INC., as the Issuer the Guarantors from time...Indenture • August 18th, 2016 • Hilton Worldwide Holdings Inc. • Hotels & motels • New York
INDENTURE, dated as of August 18, 2016, among Hilton Escrow Issuer LLC, a Delaware limited liability company (the “Escrow Issuer”), Hilton Escrow Issuer Corp., a Delaware corporation wholly owned by the Issuer (the “Escrow Co-Issuer” and together with the Escrow Issuer, the “Escrow Issuers”), the Guarantors (as defined herein) from time to time party hereto and Wilmington Trust, National Association, a national banking association, as Trustee.
HILTON ESCROW ISSUER LLC HILTON ESCROW ISSUER CORP. $1,000,000,000 4.250% Senior Notes due 2024 REGISTRATION RIGHTS AGREEMENT dated August 18, 2016Registration Rights Agreement • August 18th, 2016 • Hilton Worldwide Holdings Inc. • Hotels & motels • New York
This Agreement is entered into in connection with the Purchase Agreement, dated as of August 8, 2016 (as supplemented by the joinder agreement dated the date hereof, the “Purchase Agreement”), by and among the Company, the Escrow Issuers and the Representative on behalf of the Initial Purchasers, which provides for, among other things, the sale by the Escrow Issuers to the Initial Purchasers of $1,000,000,000 in aggregate principal amount of the Escrow Issuers’ 4.250% Senior Notes due 2024 (the “Notes”). The Notes are issued under an indenture dated as of August 18, 2016 (such indenture, as amended or supplemented from time to time, the “Indenture”), by and among the Escrow Issuers 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, o
