Term and Revolving Loans Synthetic Letter of Credit Facility AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 5, 2013, Among REALOGY INTERMEDIATE HOLDINGS LLC,Credit Agreement • May 1st, 2013 • Realogy Holdings Corp. • Real estate agents & managers (for others) • New York
Dated as of April 26, 2013 Among REALOGY GROUP LLC, THE SUNSHINE GROUP (FLORIDA) LTD. CORP., REALOGY HOLDINGS CORP., THE NOTE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO andIndenture • May 1st, 2013 • Realogy Holdings Corp. • Real estate agents & managers (for others) • New York
INDENTURE, dated as of April 26, 2013, among Realogy Group LLC, a Delaware limited liability company (the “Issuer”), The Sunshine Group (Florida) Ltd. 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”), 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.
500,000,000 3.375% Senior Notes due 2016 PURCHASE AGREEMENTPurchase Agreement • May 1st, 2013 • Realogy Holdings Corp. • Real estate agents & managers (for others) • New York
Introductory. Realogy Group LLC, a Delaware limited liability company (the “Company”), and The Sunshine Group (Florida) Ltd. Corp., a Florida corporation (together with the Company, the “Issuers”), propose, subject to the terms and conditions stated herein, to issue and sell $500,000,000 principal amount of their 3.375% Senior Notes due 2016 (the “Notes”). The Notes will be issued pursuant to an indenture, to be dated as of April 26, 2013 (the “Indenture”), among the Issuers, Realogy Holdings Corp., a Delaware corporation and indirect parent of the Issuers and a guarantor of the Notes (“Holdings”), the subsidiary guarantors listed on Annex A hereto (together with Holdings, the “Guarantors”) and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). The Notes will be guaranteed on a senior basis by each of the Guarantors other than Holdings and on a senior subordinated basis by Holdings (collectively, the “Guarantees”).
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • May 1st, 2013 • Realogy Holdings Corp. • Real estate agents & managers (for others)
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “Amendment”) dated as of the 29th day of April, 2013 is between 175 PARK AVENUE, LLC, a New Jersey limited liability company (“Landlord”), and REALOGY OPERATIONS LLC, a Delaware limited liability company (“Tenant”).
