SECOND AMENDMENT, EXTENSION AND INCREMENTAL ASSUMPTION AGREEMENTSecond Amendment, Extension and Incremental Assumption Agreement • October 30th, 2014 • LPL Financial Holdings Inc. • Security & commodity brokers, dealers, exchanges & services • New York
Contract Type FiledOctober 30th, 2014 Company Industry JurisdictionThis SECOND AMENDMENT, EXTENSION AND INCREMENTAL ASSUMPTION AGREEMENT (this “Agreement”), dated as of October 1, 2014, is made by and among LPL HOLDINGS, INC., a Massachusetts corporation (the “Borrower”), LPL FINANCIAL HOLDINGS INC., a Delaware corporation (“Holdings”), each subsidiary of the Borrower listed on the signature pages hereto (the “Subsidiary Guarantors”; the Subsidiary Guarantors, together with Holdings, the “Guarantors”; and the Guarantors, together with the Borrower, the “Credit Parties”), each of the undersigned banks and other financial institutions which is a “Lender” or an “Additional Lender” under (and as defined in) the Amended Credit Agreement (as defined below), BANK OF AMERICA, N.A., as administrative agent for the Lenders under, and as defined in, the Credit Agreement (as defined below) (the “Administrative Agent”), and also as collateral agent for the Lenders (in such capacities, “Current Agent” hereunder), and JPMORGAN CHASE BANK, N.A., as the future adminis