THE ADT CORPORATION, as Issuer AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of July 5, 2012 UNSUBORDINATED DEBT SECURITIESIndenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionTHIS INDENTURE is dated as of July 5, 2012 among THE ADT CORPORATION, a Delaware company (the “Company”). and Wells Fargo Bank, National Association, a national banking association (the “Trustee”).
AMENDED & RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • Delaware
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionThis Amended & Restated Employment Agreement (the “Agreement”), entered into on December 19, 2017 (the “Effective Date”), is made by and between P. Gray Finney (the “Executive”) and The ADT Security Corporation, a Delaware corporation (together with any of its subsidiaries and Affiliates as may employ the Executive from time to time, and any and all successors thereto, the “Company”).
TRADEMARK AGREEMENT Between ADT SERVICES GMBH (“Tyco”) and ADT US HOLDINGS, INC. (“ADT Residential”) and, solely for purposes of Section 6.3 herein TYCO INTERNATIONAL LTD. (“Tyco Parent”) and THE ADT CORPORATION (“ADT Parent”)Trademark Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionThis TRADEMARK AGREEMENT (this “Agreement”) dated as of September 25, 2012, by and among ADT SERVICES GMBH, a company organized under the laws of Switzerland (“Tyco”), on the one hand, ADT US HOLDINGS, INC., a corporation organized under the laws of Delaware (“ADT Residential”, and together with Tyco, the “Parties”) and, solely for purposes of Section 6.3 herein, TYCO INTERNATIONAL LTD., a corporation limited by shares (Aktiengesellschaft) organized under the laws of Switzerland (“Tyco Parent”) and THE ADT CORPORATION, a Delaware corporation “ADT Parent”).
TAX SHARING AGREEMENT by and among TYCO INTERNATIONAL LTD., TYCO INTERNATIONAL FINANCE S.A., PENTAIR LTD. and THE ADT CORPORATION, Dated as of September 28, 2012Tax Sharing Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionTHIS TAX SHARING AGREEMENT (this “Agreement”) is made and entered into as of the 28th day of September, 2012, by and among Tyco International Ltd., a corporation limited by shares (Aktiengesellschaft) organized under the laws of Switzerland (“Trident International”), Tyco International Finance S.A., a corporation organized under the laws of Luxembourg (“Trident SA,” and, together with Trident International, “Trident”), The ADT Corporation, a Delaware corporation (“Athens NA”), and Pentair Ltd., a corporation limited by shares (Aktiengesellschaft) organized under the laws of Switzerland (“Fountain”). Each of Trident International, Trident SA, Athens NA and Fountain is sometimes referred to herein as a “Party” and collectively, as the “Parties”.
SEPARATION AND DISTRIBUTION AGREEMENT by and between TYCO INTERNATIONAL LTD., TYCO INTERNATIONAL FINANCE S.A. THE ADT CORPORATION and ADT LLC Dated as of September 26, 2012Separation and Distribution Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionSEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), effective as of 10 a.m., Eastern Daylight Time, on September 26, 2012, by and among TYCO INTERNATIONAL LTD., a corporation limited by shares (Aktiengesellschaft) organized under the laws of Switzerland (“Tyco International”), TYCO INTERNATIONAL FINANCE S.A., a corporation organized under the laws of Luxembourg (“TIFSA”, and, together with Tyco International, “Tyco”), THE ADT CORPORATION, a Delaware corporation (“ADT NA”) and, solely for purposes of Section 2.2(d), ADT LLC, a Delaware limited liability company.
COLLATERAL AGREEMENT (FIRST LIEN) dated and effective as of July 1, 2015 among PRIME SECURITY SERVICES BORROWER, LLC, as Borrower, each Subsidiary Loan Party party hereto and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Collateral AgentCollateral Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionCOLLATERAL AGREEMENT (FIRST LIEN), dated and effective as of July 1, 2015 (this “Agreement”), is among PRIME SECURITY SERVICES BORROWER, LLC (the “Borrower”), each Subsidiary Loan Party and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as collateral agent for the Secured Parties referred to herein (together with its successors and assigns in such capacity, the “Collateral Agent”).
ADT INC. AMENDED AND RESTATED MANAGEMENT INVESTOR RIGHTS AGREEMENT Dated as of December [●], 2017Management Investor Rights Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • Delaware
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionThis MANAGEMENT INVESTOR RIGHTS AGREEMENT is made as of December [●], 2017 (this “Agreement”) among ADT Inc. (f/k/a Prime Security Services Parent, Inc.), a Delaware corporation (the “Company”), PRIME SECURITY SERVICES TOPCO PARENT, L.P., a Delaware limited partnership (“TopCo Parent”) and the HOLDERS that are parties hereto.
TAX SHARING AGREEMENT NON-INCOME TAXES by and among TYCO INTERNATIONAL LTD. TYCO INTERNATIONAL FINANCE S.A., and THE ADT CORPORATION Dated as of September 28, 2012Tax Sharing Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionTAX SHARING AGREEMENT FOR NON-INCOME TAXES (this “Agreement”), dated as of September 28, 2012, by and among TYCO INTERNATIONAL LTD., a corporation limited by shares (Aktiengesellschaft) organized under the laws of Switzerland (“Tyco International”), Tyco International Finance S.A., a corporation organized under the laws of Luxembourg (“TIFSA,” and, together with Tyco International, “Tyco”), and THE ADT CORPORATION, a Delaware corporation (“ADT NA”). Each of Tyco International, TIFSA and ADT NA is sometimes referred to herein as a “Party” and collectively, as the “Parties”.
THE ADT CORPORATION, as Issuer AND TYCO INTERNATIONAL LTD. as Guarantor AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of July 5, 2012 $750,000,000 of 4.875% Notes due 2042Third Supplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionTHIS THIRD SUPPLEMENTAL INDENTURE is dated as of July 5, 2012 among THE ADT CORPORATION, a Delaware corporation (the “Company”), TYCO INTERNATIONAL LTD., a Swiss corporation (“Guarantor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
THE ADT CORPORATION, as Issuer AND TYCO INTERNATIONAL LTD. as Guarantor AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of July 5, 2012 $750,000,000 of 2.250% Notes due 2017First Supplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionTHIS FIRST SUPPLEMENTAL INDENTURE is dated as of July 5, 2012 among THE ADT CORPORATION, a Delaware corporation (the “Company”), TYCO INTERNATIONAL LTD., a Swiss corporation (“Guarantor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
TYCO/ADT PATENT AGREEMENTPatent Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionThis TYCO/ADT PATENT AGREEMENT (this “Agreement”), effective as of 11:00 a.m. Eastern Time, on September 26, 2012 (the “Effective Date”), by and among TYCO INTERNATIONAL LTD., a corporation limited by shares (Akliengesellschaft) organized under the laws of Switzerland (“Tyco”), and THE ADT CORPORATION, a Delaware corporation (“ADT NA”, and together with Tyco, each a “Party”, and collectively, the “Parties”).
FORM OF SECOND AMENDED AND RESTATED SERIES A INVESTORS RIGHTS AGREEMENT BY AND AMONG KOCH SV INVESTMENTS, LLC, THE OTHER HOLDERS PARTY HERETO, PRIME SECURITY SERVICES TOPCO PARENT GP, LLC, PRIME SECURITY SERVICES TOPCO PARENT, L.P., ADT INC. AND,...Series a Investors Rights Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • Delaware
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionThis SECOND AMENDED AND RESTATED SERIES A INVESTORS RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2018, is made by and among Koch SV Investments, LLC, a Delaware limited liability company (the “Purchaser”), each Person that is the holder of record of at least one Share (a “Holder”), including any Person who becomes a party hereto by the execution of a joinder agreement substantially in the form attached hereto as Exhibit A (a “Joinder”), Prime Security Services TopCo Parent GP, LLC, a Delaware limited liability company (the “General Partner”), Prime Security Services TopCo Parent, L.P., a Delaware limited partnership (“Parent”), ADT Inc., a Delaware corporation (the “Company”), and, solely for purposes of Sections 1.3, 1.7, 1.8 and Articles II and III (for purposes of the definitions used in the Sections of this Agreement to which the Member (as defined below) is a party), AP VIII Prime Security Services Holdings, L.P., a Delaware limited partnership (the “Member”), and each Af
THE ADT CORPORATION, as Issuer AND TYCO INTERNATIONAL LTD. as Guarantor AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of July 5, 2012 $1,000,000,000 of 3.500% Notes due 2022Second Supplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionTHIS SECOND SUPPLEMENTAL INDENTURE is dated as of July 5, 2012 among THE ADT CORPORATION, a Delaware corporation (the “Company”), TYCO INTERNATIONAL LTD., a Swiss corporation (“Guarantor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
PRIME SECURITY SERVICES BORROWER, LLC PRIME FINANCE INC. as Issuers and the Subsidiary Guarantors party hereto from time to time 9.250% Second-Priority Senior Secured Notes due 2023 INDENTURE Dated as of May 2, 2016 Wells Fargo Bank, National...Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionINDENTURE, dated as of May 2, 2016, among PRIME SECURITY SERVICES BORROWER, LLC, a Delaware limited liability company (together with its successors and assigns, the “Company”), PRIME FINANCE INC., a Delaware corporation (together with its successors and assigns, the “Co-Issuer” and, together with the Company, each an “Issuer” and together, the “Issuers”), the Subsidiary Guarantors party hereto from time to time (as defined below) and Wells Fargo Bank, National Association, as trustee (the “Trustee”) and as collateral agent (the “Collateral Agent”).
THE ADT CORPORATION, as Issuer AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee FIFTH SUPPLEMENTAL INDENTURE Dated as of October 1, 2013 $1,000,000,000 of 6.250% Senior Notes due 2021Fifth Supplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionTHIS FIFTH SUPPLEMENTAL INDENTURE is dated as of October 1, 2013, between THE ADT CORPORATION, a Delaware corporation (the “Company”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
THE ADT CORPORATION, as Issuer AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee FOURTH SUPPLEMENTAL INDENTURE Dated as of January 14, 2013 $700,000,000 of 4.125% Senior Notes due 2023Fourth Supplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionTHIS FOURTH SUPPLEMENTAL INDENTURE is dated as of January 14, 2013, between THE ADT CORPORATION, a Delaware corporation (the “Company”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
AMENDED & RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • Delaware
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionThis Amended & Restated Employment Agreement (the “Agreement”), entered into on December 19, 2017 (the “Effective Date”), is made by and between Jeffrey Likosar (the “Executive”) and ADT LLC, a Delaware limited liability company (together with any of its subsidiaries and Affiliates as may employ the Executive from time to time, and any and all successors thereto, the “Company”).
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionSUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 2, 2016, by and among PRIME FINANCE INC., a Delaware corporation (the “New Guarantor”), a subsidiary of PRIME SECURITY SERVICES BORROWER, LLC (or its successor), a Delaware limited liability company, and THE ADT CORPORATION (or its successor), a Delaware corporation (the “Company”), and WELLS FARGO BANK NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
COLLATERAL AGREEMENT (SECOND LIEN) dated and effective as of May 2, 2016 among PRIME SECURITY SERVICES BORROWER, LLC, as Issuer, PRIME FINANCE INC., as Co- Issuer, each Subsidiary Guarantor party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as...Collateral Agreement (Second Lien) • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionCOLLATERAL AGREEMENT (SECOND LIEN), dated and effective as of May 2, 2016 (this “Agreement”), is among PRIME SECURITY SERVICES BORROWER, LLC (the “Issuer”), PRIME FINANCE INC. (the “Co-Issuer), each Subsidiary Guarantor and WELLS FARGO BANK, NATIONAL ASSOCIATION, as collateral agent for the Secured Parties referred to herein (together with its successors and assigns in such capacity, the “Collateral Agent”).
CONSENT OF GRANTORSConsent of Grantors • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services
Contract Type FiledDecember 21st, 2017 Company IndustryReference is made to the First Lien/First Lien Intercreditor Agreement, dated as of May 2, 2016, among Barclays Bank PLC (as successor in interest to Credit Suisse AG, Cayman Islands Branch), as Collateral Agent, Barclays Bank PLC, as Authorized Representative under the Credit Agreement, and Wells Fargo Bank, National Association, as Initial Other Authorized Representative (as the same may be amended, restated, supplemented, waived, or otherwise modified from time to time, the “Intercreditor Agreement”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Intercreditor Agreement.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of July 1, 2015 between CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as First Lien Facility Agent and Applicable First Lien Agent, and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Second Lien Facility...First Lien/Second Lien Intercreditor Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionThis FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT, dated as of July 1, 2015 (as amended, renewed, extended, supplemented, restated, replaced or otherwise modified from time to time, this “Agreement”), is between CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH (“CS”), in its capacities as the First Lien Facility Agent and the Applicable First Lien Agent, and CS, in its capacities as the Second Lien Facility Agent and the Applicable Second Lien Agent; and is acknowledged and consented to by (a) PRIME SECURITY SERVICES BORROWER, LLC, a Delaware limited liability company (together with its successors in such capacity and as provided in Section 8.18 (Effectiveness of Agreement), the “Company”), and the other Pledgors, (b) each Other First Lien Obligations Agent, for itself and on behalf of the Other First Lien Obligations Secured Parties, that has executed and delivered an applicable Consent and Acknowledgment, and (c) each Other Second Lien Obligations Agent, for itself and on behalf of the Othe
ACKNOWLEDGEMENT OF AND CONSENT TO FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT (Pledgors)First Lien/Second Lien Intercreditor Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services
Contract Type FiledDecember 21st, 2017 Company IndustryEach of the Pledgors listed on Annex I hereto has read the First Lien/Second Lien Intercreditor Agreement, dated as of July 1, 2015, between Barclays Bank PLC, in its capacities as First Lien Facility Agent and Applicable First Lien Agent, and Credit Suisse AG, Cayman Islands Branch, in its capacities as Second Lien Facility Agent and Applicable Second Lien Agent (as amended, renewed, extended, supplemented, restated, replaced or otherwise modified from time to time, the “First Lien/Second Lien Intercreditor Agreement”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the First Lien/Second Lien Intercreditor Agreement.
ACKNOWLEDGEMENT OF AND CONSENT TO FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT (Company and the other Pledgors)First Lien/Second Lien Intercreditor Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services
Contract Type FiledDecember 21st, 2017 Company IndustryEach of the Company and the other Pledgors has read the First Lien/Second Lien Intercreditor Agreement, dated as of July 1, 2015, between Credit Suisse AG, Cayman Islands Branch (“CS”), in its capacities as First Lien Facility Agent and Applicable First Lien Agent, and CS, in its capacities as Second Lien Facility Agent and Applicable Second Lien Agent (as amended, renewed, extended, supplemented, restated, replaced or otherwise modified from time to time, the “First Lien/Second Lien Intercreditor Agreement”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the First Lien/Second Lien Intercreditor Agreement.
THE ADT CORPORATION, as Issuer THE NOTES GUARANTORS PARTY HERETO AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of April 8, 2016 TO INDENTURE Dated as of March 19, 2014First Supplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionTHIS FIRST SUPPLEMENTAL INDENTURE is dated as of April 8, 2016, among THE ADT CORPORATION, a Delaware corporation (the “Company”), the guarantors listed on Schedule I hereto (the “Notes Guarantors”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
FIRST LIEN/FIRST LIEN INTERCREDITOR AGREEMENT dated as of May 2, 2016 among BARCLAYS BANK PLC, as Collateral Agent, BARCLAYS BANK PLC, as Authorized Representative under the Credit Agreement, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the Initial...First Lien/First Lien Intercreditor Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionThis FIRST LIEN/FIRST LIEN INTERCREDITOR AGREEMENT (as amended, restated, modified or supplemented from time to time, this “Agreement”), dated as of May 2, 2016, is among BARCLAYS BANK PLC (as successor in interest to Credit Suisse AG, Cayman Islands Branch), as Collateral Agent for the First-Priority Secured Parties (in such capacity and together with its successors in such capacity, the “Collateral Agent”), BARCLAYS BANK PLC (as successor in interest to Credit Suisse AG, Cayman Islands Branch), as Administrative Agent for the Credit Agreement Secured Parties (in such capacity and together with its successors in such capacity, the “Administrative Agent”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee for the Initial Other First-Priority Secured Parties (in such capacity and together with its successors in such capacity, the “Initial Other Authorized Representative”), and each additional Authorized Representative from time to time party hereto for the Other First-Priority Secured
SUPPLEMENTAL INDENTURESupplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionSUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 2, 2016, among those subsidiary guarantors listed on Annex A (the “New Subsidiary Guarantors”), each a subsidiary of PRIME SECURITY SERVICES BORROWER, LLC (or its successor), a limited liability company organized under the laws of Delaware (the “Company”), and PRIME FINANCE INC. (or its successor), a corporation incorporated under the laws of Delaware (the “Co-Issuer” and, together with the Company, the “Issuers”), the existing Subsidiary Guarantors and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee and collateral agent under the indenture referred to below (the “Trustee”).
EIGHTH SUPPLEMENTAL INDENTURESupplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionSUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 2, 2016, by and among PRIME FINANCE INC., a Delaware corporation (the “New Guarantor”), a subsidiary of PRIME SECURITY SERVICES BORROWER, LLC (or its successor), a Delaware limited liability company, and THE ADT CORPORATION (or its successor), a Delaware corporation (the “Company”), and WELLS FARGO BANK NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
THE ADT CORPORATION, as Issuer THE NOTES GUARANTORS PARTY HERETO AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee SIXTH SUPPLEMENTAL INDENTURE Dated as of April 8, 2016 TO INDENTURE Dated as of July 5, 2012Sixth Supplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionTHIS SIXTH SUPPLEMENTAL INDENTURE is dated as of April 8, 2016, among THE ADT CORPORATION, a Delaware corporation (the “Company”), the guarantors listed on Schedule I hereto (the “Notes Guarantors”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
THE ADT CORPORATION, THE NOTES GUARANTORS PARTY HERETO AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of May 2, 2016 TO INDENTURE Dated as of May 2, 2016First Supplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionTHIS FIRST SUPPLEMENTAL INDENTURE is dated as of May 2, 2016, among THE ADT CORPORATION, a Delaware corporation (the “Company”), the guarantors listed on Schedule I hereto (the “Notes Guarantors”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Trustee”).
HOLDINGS GUARANTEE AND PLEDGE AGREEMENT (FIRST LIEN) dated and effective as of July 1, 2015 between PRIME SECURITY SERVICES HOLDINGS, LLC., as Holdings, and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Collateral AgentHoldings Guarantee and Pledge Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionThis HOLDINGS GUARANTEE AND PLEDGE AGREEMENT (FIRST LIEN), dated and effective as of July 1, 2015 (as may be amended, restated, supplemented, waived or otherwise modified from time to time, this “Agreement”), is between PRIME SECURITY SERVICES HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as collateral agent (in such capacity, together with its successors and permitted assigns, the “Collateral Agent”) for the benefit of the Secured Parties (as hereinafter defined).
SUPPLEMENT NO. 1 TO SUBSIDIARY GUARANTEE AGREEMENT (FIRST LIEN)Subsidiary Guarantee Agreement • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionSUPPLEMENT NO. 1, dated as of May 2, 2016 (as amended, restated, supplemented or otherwise modified from time to time, this “Supplement”), to the Subsidiary Guarantee Agreement (First Lien), dated as of July 1, 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “Guaranty”), among each Subsidiary listed on the signature page thereof and each other Subsidiary that became a party thereto after the date thereof (each an “Existing Guarantor” and collectively, the “Existing Guarantors”) and BARCLAYS BANK PLC (as successor in interest to Credit Suisse AG, Cayman Islands Branch), as collateral agent (in such capacity, together with any successor thereto, the “Collateral Agent”) for the Secured Parties.
ContractSupplemental Indenture • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • New York
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionSECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of August 9, 2016, by and between The ADT Corporation, a Delaware corporation (the “Company”), the Notes Guarantors listed on the signature pages hereto (the “Notes Guarantors”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
STOCKHOLDERS AGREEMENT by and among ADT INC. and THE OTHER PARTIES HERETO Dated as of [●]Shareholder Agreements • December 21st, 2017 • ADT, Inc. • Services-detective, guard & armored car services • Delaware
Contract Type FiledDecember 21st, 2017 Company Industry JurisdictionThis Stockholders Agreement is entered into as of [●] by and among ADT Inc., a Delaware corporation (the “Company”), and each of the other parties identified on the signature pages hereto (the “Holders”).