GWG HOLDINGS, INC. Suite 1200 Minneapolis, Minnesota 55402Managing Broker-Dealer Agreement • October 30th, 2014 • GWG Life, LLC • Life insurance • Delaware
This letter confirms and comprises the agreement (the “Agreement”) between GWG Holdings, Inc., a Delaware corporation (the “Company”), and Emerson Equity LLC, a California limited liability company (the “Managing Broker-Dealer”), regarding the offering and sale (the “Offering”) of up to $1,000,000,000 of secured bonds (the “L Bonds”) of the Company to be sold pursuant to a Registration Statement on Form S-1 filed with the United States Securities and Exchange Commission (the “SEC”), as the same is later declared effective by the SEC and as it may be amended and supplemented from time to time (SEC File No. 333-197227, the “Registration Statement”). The prospectus that forms a part of the Registration Statement is hereinafter referred to as the “Prospectus.” References to the Registration Statement include all exhibits to the Registration Statements and any documents incorporated into the Registration Statement by reference.
AMENDMENT NO. 2 TO INDENTUREIndenture • October 30th, 2014 • GWG Life, LLC • Life insurance
This Amendment No. 2 to Indenture (this “Amendment”) is entered into as of this [●], 2014, by and among GWG Holdings, Inc., a Delaware corporation, as obligor (the “Company”), GWG Life, LLC, a Delaware limited liability company (formerly known as GWG Life Settlements, LLC), as guarantor (the “Guarantor”), and Bank of Utah, National Association, as trustee (the “Trustee”), for the purpose of amending that certain Indenture by and among the Company, the Guarantor and the Trustee dated as of October 19, 2011, as earlier amended on December 15, 2011 (as amended, referred to as the “Indenture”).
AMENDMENT NO. 1 TO INTERCREDITOR AGREEMENTIntercreditor Agreement • October 30th, 2014 • GWG Life, LLC • Life insurance
This Amendment No. 1 to Intercreditor Agreement (this “Amendment”) is entered into effective as of [________], 2014 (the “Effective Date”), by and among the undersigned parties for the purpose of amending that certain Intercreditor Agreement dated as of October 19, 2011 (the “Intercreditor Agreement”). The undersigned parties hereby agree as follows:
AMENDMENT NO. 2 TO PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • October 30th, 2014 • GWG Life, LLC • Life insurance
This Amendment No. 2 to Pledge and Security Agreement (this “Amendment”) is entered into effective as of [________], 2014 (the “Effective Date”), by and among the undersigned parties for the purpose of amending that certain Pledge and Security Agreement dated as of October 19, 2011 and amended as of December 15, 2011 (the “Pledge and Security Agreement”). The undersigned parties hereby agree as follows:
