Cardtronics Inc Sample Contracts

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EXHIBIT 10.14 EMPLOYMENT AGREEMENT
Employment Agreement • May 14th, 2004 • Cardtronics Inc • Services-business services, nec • Texas
CARDTRONICS, INC. REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 30th, 2014 • Cardtronics Inc • Services-business services, nec • New York

Cardtronics, Inc., a Delaware corporation (the “Issuer”), proposes to issue and sell to Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities, LLC, Wells Fargo Securities, LLC, HSBC (USA) Inc. and Scotia Capital (USA) Inc. (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated July 14, 2014 (the “Purchase Agreement”), $250,000,000 aggregate principal amount of its 5.125% Senior Notes due 2022 (the “Initial Securities”) to be unconditionally guaranteed (the “Guarantees”) by certain of the Issuer’s subsidiaries who are signatories hereto as guarantors (collectively, the “Guarantors” and together with the Issuer, the “Company”). The Initial Securities will be issued pursuant to an Indenture, dated as of July 28, 2014 (the “Indenture”), by and among the Issuer, the Guarantors named therein and Wells Fargo Bank, National Association (the “Trustee”). As an inducement to the Initial Purchasers, the Company agrees with the Initial

REGISTRATION RIGHTS AGREEMENT by and among CARDTRONICS, INC. CARDTRONICS GP, INC. CARDTRONICS LP, INC. CARDTRONICS LP CARDTRONICS HOLDINGS, LLC ATM NATIONAL, LLC and Banc of America Securities LLC BNP Paribas Securities Corp. Dated as of July 20, 2007
Registration Rights Agreement • August 14th, 2007 • Cardtronics Inc • Services-business services, nec • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 20, 2007, by and among Cardtronics, Inc., a Delaware corporation (the “Company”), Cardtronics GP, Inc., Cardtronics LP, Inc., Cardtronics, LP, Cardtronics Holdings, LLC and ATM National, LLC (collectively, the “Guarantors”), and Banc of America Securities LLC and BNP Paribas Securities Corp. (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 9 1/4% Senior Subordinated Notes due 2013 – Series B (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”

Cardtronics, Inc. UNDERWRITING AGREEMENT dated August 12, 2010 Banc of America Securities LLC J.P. Morgan Securities Inc. Wells Fargo Securities, LLC BBVA Securities Inc. SunTrust Robinson Humphrey, Inc.
Underwriting Agreement • August 16th, 2010 • Cardtronics Inc • Services-business services, nec • New York

Introductory. Cardtronics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, $200,000,000 aggregate principal amount of its 8.250% Senior Subordinated Notes due 2018 (the “Notes”). The Notes will be guaranteed (collectively, the “Guarantees”) by each of the subsidiary guarantors named in Schedule B hereto (the “Guarantors”). The Notes and the Guarantees are collectively referred to herein as the “Securities.” The Securities will be issued pursuant to an indenture (the “Base Indenture”), to be dated as of the Closing Date (as defined herein), among the Company, the Guarantors and Wells Fargo National Bank, National Association, as trustee (the “Trustee”), and the First Supplemental Indenture relating to the Notes (the “Supplemental Indenture”). The Base Indenture, as supplemented and amended by the Supplemental Indenture, i

PURCHASE AGREEMENT
Purchase Agreement • July 15th, 2014 • Cardtronics Inc • Services-business services, nec • New York

The Securities will be issued pursuant to an indenture, to be dated as of July 28, 2014 (the “Indenture”), among the Company, the Guarantors (as defined below), and Wells Fargo Bank, National Association, as trustee (the “Trustee”). Notes will be issued only in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”) pursuant to a letter of representations, to be dated on or before the Closing Date (as defined in Section 2 hereof) (the “DTC Agreement”), between the Company and the Depositary.

EMPLOYMENT AGREEMENT
Employment Agreement • March 10th, 2004 • Cardtronics Inc • Texas
AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 24, 2014 among CARDTRONICS, INC. The Guarantors Party Hereto, The Lenders Party Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, J.P. MORGAN EUROPE LIMITED, as Alternative Currency...
Credit Agreement • October 29th, 2014 • Cardtronics Inc • Services-business services, nec • New York

Each change in the Applicable Margin shall take effect on each date on which such financial statements and Compliance Certificate are required to be delivered pursuant to Section 5.01, commencing with the date on which such financials statements and Compliance Certificate are required to be delivered for the four-quarter period ending June 30, 2014. Notwithstanding the foregoing, for the period from the Effective Date through the date the financial statements and Compliance Certificate are required to be delivered pursuant to Section 5.01 for the fiscal quarter ended June 30, 2014, the Applicable Margin shall be determined at Level III. In the event that any financial statement delivered pursuant to Section 5.01 is shown to be inaccurate when delivered (regardless of whether this Agreement or the Commitments are in effect when such inaccuracy is discovered), and such inaccuracy, if corrected, would have led to the application of a higher Applicable Margin for any period (an “Applicable

BACKGROUND
Processing Agreement • March 10th, 2004 • Cardtronics Inc • Delaware
EMPLOYMENT AGREEMENT
Employment Agreement • July 31st, 2013 • Cardtronics Inc • Services-business services, nec • Texas

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made by and between Cardtronics USA, Inc., a Delaware corporation (the “Company”), and P. Michael McCarthy (“Executive”).

AGREEMENT AND PLAN OF MERGER among CARDTRONICS USA, INC. and CATM MERGER SUB, INC. and ACCESS TO MONEY, INC. and LC CAPITAL MASTER FUND, LTD. (Solely for the purposes set forth in Section 5.13) dated as of August 15, 2011
Agreement and Plan of Merger • August 15th, 2011 • Cardtronics Inc • Services-business services, nec • Delaware

This Agreement and Plan of Merger (this “Agreement”), is entered into as of August 15, 2011, by and among Access to Money, Inc., a Delaware corporation (the “Company”), Cardtronics USA, Inc., a Delaware corporation (“Parent”), CATM Merger Sub, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and, solely for the purposes set forth in Section 5.13 hereof, LC Capital Master Fund, Ltd, a Cayman Island exempted company (“Lampe”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 8.01 hereof.

QUALITY CARE DIEBOLD(R)
Maintenance Agreement • March 10th, 2004 • Cardtronics Inc • Ohio
RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • March 4th, 2010 • Cardtronics Inc • Services-business services, nec • Texas

THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) is executed as of the 15th day of December, 2009, between Cardtronics, Inc., a Delaware corporation (the “Company”), and Steven A. Rathgaber (the “Employee”).

EMPLOYMENT AGREEMENT
Employment Agreement • November 4th, 2013 • Cardtronics Inc • Services-business services, nec • Texas

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made by and between Cardtronics USA, Inc., a Delaware corporation (the “Company”), and David Dove (“Executive”).

Contract
Credit Agreement • August 6th, 2010 • Cardtronics Inc • Services-business services, nec • Texas

Confidential Treatment has been requested for the redacted portions of this agreement. The redactions are indicated with six asterisks (******). A complete version of this agreement has been filed separately with the Securities and Exchange Commission.

12,000,000 Shares Cardtronics, Inc. Common Stock ($0.0001 Par Value) UNDERWRITING AGREEMENT
Underwriting Agreement • December 14th, 2007 • Cardtronics Inc • Services-business services, nec • New York

The undersigned understands that Deutsche Bank Securities Inc., William Blair & Company, L.L.C. and Banc of America Securities LLC, as representatives (the “Representatives”) of the several underwriters (the “Underwriters”), propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Cardtronics, Inc. (the “Company”), providing for the public offering by the Underwriters, including the Representatives, of common stock, par value $0.0001 (the “Common Stock”), of the Company (the “Public Offering”).

EMPLOYMENT AGREEMENT
Employment Agreement • February 21st, 2013 • Cardtronics Inc • Services-business services, nec • Texas

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made by and between Cardtronics USA, Inc. a Delaware corporation (the “Company”), and [NAMED EMPLOYEE] (“Employee”).

RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • March 13th, 2009 • Cardtronics Inc • Services-business services, nec • Texas

THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) is made as of the _____ day of _____ (the “Date of Grant”), between Cardtronics, Inc., a Delaware corporation (the “Company”), and _____ (the “Employee”).

RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • April 4th, 2013 • Cardtronics Inc • Services-business services, nec • Texas

This Restricted Stock Unit Agreement (this “Agreement”) is made as of the 29th day of March, 2013 (the “Date of Grant”), between Cardtronics, Inc., a Delaware corporation (the “Company”), and _____________ (“You”).

EMPLOYMENT AGREEMENT
Employment Agreement • February 14th, 2008 • Cardtronics Inc • Services-business services, nec • Texas

This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and among Cardtronics, LP, a Delaware limited partnership (the “Company”), Cardtronics, Inc., a Delaware corporation (“Parent Company”), and Rick Updyke, of 17 Brae Loch, Garland, Texas 75044 (the “Employee”), as of July 9, 2007. Parent Company, Inc. joins in the execution of this Agreement for the sole purpose of evidencing its agreement to the provisions set forth in Sections 4.3(d), 6.1 and 8.14.

Cardtronics, inc. 7,000,000 Shares Common Stock ($0.0001 par value per Share) Underwriting Agreement
Custody Agreement • August 24th, 2010 • Cardtronics Inc • Services-business services, nec • New York

This Lock-Up Agreement is being delivered to you in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”) to be entered into by Cardtronics, Inc., a Delaware corporation (the “Company”), the Selling Stockholders named therein and you and the other underwriters named in Schedule A to the Underwriting Agreement, with respect to the public offering (the “Offering”) of common stock, par value $0.0001 per share, of the Company (the “Common Stock”).

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16,666,667 Shares Cardtronics, Inc. Common Stock ($0.0001 Par Value) UNDERWRITING AGREEMENT
Underwriting Agreement • November 21st, 2007 • Cardtronics Inc • Services-business services, nec • New York

The undersigned understands that Deutsche Bank Securities Inc., William Blair & Company, L.L.C. and Banc of America Securities LLC, as representatives (the “Representatives”) of the several underwriters (the “Underwriters”), propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Cardtronics, Inc. (the “Company”), providing for the public offering by the Underwriters, including the Representatives, of common stock, par value $0.0001 (the “Common Stock”), of the Company (the “Public Offering”).

EMPLOYMENT AGREEMENT
Employment Agreement • March 4th, 2010 • Cardtronics Inc • Services-business services, nec • Texas

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made by and among Cardtronics USA, Inc., a Delaware corporation (the “Subsidiary Company”), Cardtronics, Inc., a Delaware corporation (the “Parent Company”, and together with the Subsidiary Company, the “Company”) and Steven A. Rathgaber (“Executive”).

RECITALS
Cash Agreement • March 10th, 2004 • Cardtronics Inc • California
RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • February 18th, 2014 • Cardtronics Inc • Services-business services, nec • Texas

THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made as of the 3rd day of September, 2013, between Cardtronics, Inc., a Delaware corporation (the “Company”), and David Dove (“You”).

SUPPLEMENTAL INDENTURE DELIVERED BY ATM NATIONAL, LLC A SUBSEQUENT GUARANTOR
Supplemental Indenture • August 14th, 2007 • Cardtronics Inc • Services-business services, nec • New York

Supplemental Indenture (this “Supplemental Indenture”), dated as of December 22, 2005, among ATM National, LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), a subsidiary of Cardtronics, Inc., a Delaware corporation (or its permitted successor) (the “Company”), and Wells Fargo Bank, National Association, a nationally chartered banking association (or its permitted successor), as trustee under the Indenture referred to below (the “Trustee”).

SECOND AMENDMENT TO CONTRACT CASH SOLUTIONS AGREEMENT
Contract Cash Solutions Agreement • August 7th, 2009 • Cardtronics Inc • Services-business services, nec

THIS SECOND AMENDMENT TO CONTRACT CASH SOLUTIONS AGREEMENT (this “Amendment”), dated and effective as of July 19, 2009, is made and entered into among CARDTRONICS USA, INC. and CARDTRONICS, INC. (the “Clients”) and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”).

Agreement to Amend
Agreement to Amend • August 6th, 2010 • Cardtronics Inc • Services-business services, nec

This Agreement to Amend is entered into by and between Cardtronics USA, Inc. (formerly known as Cardtronics, LP, “Cardtronics”) and Bank of America, N.A. (“Bank”) as of this 23rd day of March, 2009.

FIRST AMENDMENT TO FIRST AMENDED AND RESTATED INVESTORS AGREEMENT
Investors Agreement • November 21st, 2007 • Cardtronics Inc • Services-business services, nec

This First Amendment, dated as of May 17, 2005 (this “Amendment”), to the First Amended and Restated Investors Agreement, dated February 10, 2005 (the “Investors Agreement”), is by and among Cardtronics, Inc., a Delaware corporation (the “Company”), and the Securityholders listed on the signature pages hereto, which Securityholders collectively hold of record at least 80% of the outstanding shares of common stock of the Company determined in accordance with Section 6.14 of the Investors Agreement (the “Consenting Holders”).

NONSTATUTORY STOCK OPTION AGREEMENT [NAME OF GRANTEE]
Nonstatutory Stock Option Agreement • March 13th, 2009 • Cardtronics Inc • Services-business services, nec • Delaware

This NONSTATUTORY STOCK OPTION AGREEMENT is made as of the _____ day of _____, between CARDTRONICS, INC., a Delaware corporation (the “Company”), and [Name of Grantee] (“Employee”).

CONTRACT CASH SOLUTIONS AGREEMENT DATED AS OF JULY 20, 2007 AMONG CARDTRONICS, INC., CARDTRONICS, LP AND WELLS FARGO BANK, NATIONAL ASSOCIATION
Contract Cash Solutions Agreement • November 9th, 2007 • Cardtronics Inc • Services-business services, nec • Texas

This CONTRACT CASH SOLUTIONS AGREEMENT (this “Agreement”) is entered into as of July 20, 2007, by and among CARDTRONICS, INC. (“Cardtronics” or a “Client”), a Texas corporation, CARDTRONICS, LP (“LP” or a “Client” and collectively with Cardtronics, the “Clients”), each with its principal office located at 3110 Hayes Road, Suite 300, Houston, Texas 77082 and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), a national banking association organized and existing under the laws of the United States with an office located at 2500 City Blvd., Suite 1100, Houston, Texas 77042. Each Client and Wells Fargo may be referred to herein as a “Party,” or “Parties” when referring to all of them.

AMENDMENT NO. 8 TO CREDIT AGREEMENT
Credit Agreement • March 25th, 2008 • Cardtronics Inc • Services-business services, nec • New York

AMENDMENT NO. 8 TO CREDIT AGREEMENT dated as of March 19, 2008 (this “Amendment”) among (a) Cardtronics, Inc., a Delaware corporation (the “Borrower”), (b) ATM National, LLC, a Delaware corporation, Cardtronics Holdings, LLC, a Delaware corporation, Cardtronics, LP, a Delaware limited partnership, Cardtronics GP, Inc., a Delaware corporation, and Cardtronics LP, Inc., a Delaware corporation, (collectively, the “Guarantors”), (c) the Requisite Lenders party to the Credit Agreement referred to below and (d) BNP Paribas, as administrative agent (the “Administrative Agent”) for the Lenders.

CARDTRONICS, INC., as Issuer AND ANY SUBSIDIARY GUARANTORS PARTIES HERETO, as Subsidiary Guarantors TO WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee SUBORDINATED INDENTURE Dated as of August 26, 2010
Indenture • August 26th, 2010 • Cardtronics Inc • Services-business services, nec • New York

INDENTURE, dated as of August 26, 2010, among CARDTRONICS, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 3250 Briarpark Drive, Suite 400, Houston, Texas 77042, each of the Subsidiary Guarantors (as hereinafter defined) parties hereto and Wells Fargo Bank, National Association, a national banking association, as Trustee (herein called the “Trustee”).

AMENDMENT NO. 6 TO CREDIT AGREEMENT
Credit Agreement • May 9th, 2007 • Cardtronics Inc • Services-business services, nec • New York

AMENDMENT NO. 6 TO CREDIT AGREEMENT dated as of May 3, 2007 (this “Amendment”) among (a) Cardtronics, Inc., a Delaware corporation (the “Borrower”), (b) Cardtronics, LP, a Delaware limited partnership, Cardtronics GP, Inc., a Delaware corporation, and Cardtronics LP, Inc., a Delaware corporation (collectively, the “Guarantors”), (c) the lenders party to the Credit Agreement referred to below (the “Lenders”) and (d) BNP Paribas, as administrative agent (the “Administrative Agent”) for the Lenders.

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