0001193125-16-745529 Sample Contracts

LICENSE AGREEMENT by and among HILTON WORLDWIDE HOLDINGS INC. and HILTON GRAND VACATIONS INC. Dated as of [●]
License Agreement • October 25th, 2016 • Hilton Grand Vacations Inc. • Hotels, rooming houses, camps & other lodging places • New York

This HGV LICENSE AGREEMENT dated as of [●] 2016 (the “Effective Date”), by and among Hilton Worldwide Holdings Inc., a Delaware corporation (“Licensor”) and Hilton Grand Vacations Inc., a Delaware corporation (“Licensee”). Each of Licensor and Licensee is referred to herein as a “Party” and collectively, as the “Parties.”

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AMENDMENT NO. 5 TO RECEIVABLES LOAN AGREEMENT
Receivables Loan Agreement • October 25th, 2016 • Hilton Grand Vacations Inc. • Hotels, rooming houses, camps & other lodging places • New York

This AMENDMENT NO. 5 TO RECEIVABLES LOAN AGREEMENT, effective as of October 4, 2016 (this “Amendment”), is executed by and among HILTON GRAND VACATIONS TRUST I LLC, a Delaware limited liability company (together with its successors and assigns, the “Borrower”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Paying Agent and Securities Intermediary, the financial institutions signatory hereto as Managing Agents, the financial institutions signatory hereto as Committed Lenders and DEUTSCHE BANK SECURITIES, INC., as Administrative Agent. Capitalized terms used, but not otherwise defined herein, shall have the meanings ascribed thereto in the “Receivables Loan Agreement” (defined below).

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