INTERCREDITOR AGREEMENT by and between HCLP NOMINEES, L.L.C., as Senior Lender, and GWG LIFE, LLC, as Mezzanine Lender Dated as of May 31, 2019Intercreditor Agreement • June 6th, 2019 • GWG Holdings, Inc. • Life insurance • New York
THIS INTERCREDITOR AGREEMENT (this “Agreement”), dated as of May 31, 2019 by and between HCLP NOMINEES, L.L.C., a Delaware limited liability company (together with its successors and assigns, “Senior Lender”), and GWG LIFE, LLC, a Delaware limited liability company (together with its successors and assigns, “Mezzanine Lender”).
Certain information identified by [***] has been excluded from this exhibit because it both (i) is not material and (ii) would be competitive harmful if publicly disclosed.Promissory Note • June 6th, 2019 • GWG Holdings, Inc. • Life insurance • New York
THIS PROMISSORY NOTE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE, IN THE MANNER AND TO THE EXTENT SET FORTH IN (I) THAT CERTAIN INTERCREDITOR AGREEMENT (AS AMENDED, RESTATED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “FIRST LIEN SUBORDINATION AGREEMENT”), DATED AS OF THE DATE HEREOF, AMONG GWG LIFE, LLC, A DELAWARE LIMITED LIABILITY COMPANY (TOGETHER WITH ITS SUCCESSORS AND PERMITTED ASSIGNS) AND HCLP NOMINEES, L.L.C., A DELAWARE LIMITED LIABILITY COMPANY, INDIVIDUALLY AS A SENIOR CREDITOR AND AS SENIOR CREDITOR REPRESENTATIVE AND IN SUCH CAPACITY AS AGENT FOR THE SENIOR LENDERS REFERRED TO THEREIN (AND ITS SUCCESSORS AND ASSIGNS IN SUCH CAPACITY), TO THE SENIOR LOAN LIABILITIES DESCRIBED IN THE FIRST LIEN SUBORDINATION AGREEMENT, AND (II) THAT CERTAIN INTERCREDITOR AGREEMENT (AS AMENDED, RESTATED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “SECOND LIEN SUBORDINATION AGREEMENT”), DATED AS OF THE DATE HEREOF, AMONG GWG LIFE, LLC (TOGETHER WITH ITS SUCCESSORS AND P
