INDENTURE Dated as of June 16, 2020 Among REALOGY GROUP LLC, REALOGY CO-ISSUER CORP., REALOGY INTERMEDIATE HOLDINGS LLC, REALOGY HOLDINGS CORP., THE NOTE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO, THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A....Indenture • June 17th, 2020 • Realogy Holdings Corp. • Real estate agents & managers (for others) • New York
INDENTURE, dated as of June 16, 2020, among Realogy Group LLC, a Delaware limited liability company (the “Issuer”), Realogy Co-Issuer Corp., a Florida corporation (the “Co-Issuer” and, together with the Issuer, the “Issuers”), Realogy Holdings Corp., a Delaware corporation and the indirect parent of the Issuer (“Holdings”), Realogy Intermediate Holdings LLC, a Delaware limited liability company, the Note Guarantors (as defined herein) listed on the signature pages hereto, and The Bank of New York Mellon Trust Company, N.A., as Trustee, and The Bank of New York Mellon Trust Company, N.A., as Collateral Agent.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT among REALOGY GROUP LLC, the other Loan Parties party hereto, JPMORGAN CHASE BANK, N.A., as administrative agent and Initial First Lien Priority Representative, THE BANK OF NEW YORK MELLON TRUST COMPANY,...Intercreditor Agreement • June 17th, 2020 • Realogy Holdings Corp. • Real estate agents & managers (for others) • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT, dated as of June 16, 2020 (as amended, restated, amended and restated, extended, supplemented or otherwise modified from time to time, this “Agreement”) among Realogy Group LLC (the “Borrower”), and each of the other Loan Parties (as defined below) from time to time party hereto, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the First Lien Priority Secured Parties under the Term Loan B/Revolving Credit Agreement (as each term is defined below) (in such capacity, with its successors and assigns, the “Term Loan B/RC Agent”) and as administrative agent and collateral agent for the First Lien Priority Secured Parties under the Term Loan A Credit Agreement (as defined below) (in such capacity, with its successors and assigns, the “Term Loan A Agent”), The Bank of New York Mellon Trust Company, N.A., as collateral agent for the Second Lien Priority Secured Parties under the Initial Second Lien Priority Indenture (a
COLLATERAL AGREEMENT dated and effective as of June 16, 2020 among REALOGY INTERMEDIATE HOLDINGS CORP., as Guarantor REALOGY GROUP LLC, each other Grantor party hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral AgentCollateral Agreement • June 17th, 2020 • Realogy Holdings Corp. • Real estate agents & managers (for others) • New York
COLLATERAL AGREEMENT, dated and effective as of June 16, 2020 (this “Agreement”), among REALOGY INTERMEDIATE HOLDINGS LLC (“Intermediate Holdings”), REALOGY GROUP LLC (the “Company”), each Subsidiary Grantor identified on the signature pages hereto and party hereto (together with Intermediate Holdings, the Company and any other entity that may become a party hereto as provided herein, the “Grantors”) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below).
