0001193125-19-259964 Sample Contracts

MARRIOTT OWNERSHIP RESORTS, INC., as Issuer, The GUARANTORS party hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of October 1, 2019 4.750% Senior Notes due 2028
Indenture • October 1st, 2019 • MARRIOTT VACATIONS WORLDWIDE Corp • Real estate agents & managers (for others) • New York

INDENTURE, dated as of October 1, 2019, among MARRIOTT OWNERSHIP RESORTS, INC., a Delaware corporation (the “Issuer”), MARRIOTT VACATIONS WORLDWIDE CORPORATION, a Delaware corporation (the “Parent Guarantor”), the other GUARANTORS party hereto from time to time and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee (the “Trustee”).

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REGISTRATION RIGHTS AGREEMENT by and among MARRIOTT OWNERSHIP RESORTS, INC., the Guarantors party hereto from time to time and as Representative of the Several Initial Purchasers Dated as of October 1, 2019
Registration Rights Agreement • October 1st, 2019 • MARRIOTT VACATIONS WORLDWIDE Corp • Real estate agents & managers (for others) • New York

This Agreement is made pursuant to the Purchase Agreement, dated as of September 17, 2019 (the “Purchase Agreement”), by and among the Company, the Guarantors and the Representative, which provides for the sale by the Company to the Initial Purchasers of $350,000,000 aggregate principal amount of its 4.750% Senior Notes due 2028 (the “Initial Notes”).

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