25022134.2 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this 1st day of November, 2021, by and between Newtek Business Services Corp., a Maryland corporation (the “Company”), and the undersigned...Indemnification Agreement • November 12th, 2021 • Newtek Business Services Corp. • Maryland
AMENDED AND RESTATED FORM OF CUSTODY AGREEMENT dated as of October 30, 2015Custody Agreement • November 5th, 2015 • Newtek Business Services Corp. • New York
By this AMENDED AND RESTATED CUSTODY AGREEMENT (this “Agreement”) dated as of October 30, 2015, by and between Newtek Business Services Corp. (and any successor or permitted assign, the “Company”), a corporation organized under the laws of the State of Maryland, having its principal place of business at 212 West 35th Street, 2nd Floor, New York, NY 10001, and U.S. BANK NATIONAL ASSOCIATION (and any successor or permitted assign acting as custodian hereunder, the “Custodian”), a national banking association having a place of business at 60 Livingston Avenue, St. Paul, MN 55107, the Company and the Custodian hereby amend and restate the Custody Agreement dated November 14, 2014 entered into by and between the Company and the Custodian.
NEWTEKONE, INC. _____________________________ EMPLOYMENT AGREEMENT WITH NICHOLAS J. LEGER _____________________________ PREAMBLE. This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 1st day of March 2023 (the “Effective Date”), by...Employment Agreement • March 16th, 2023 • NewtekOne, Inc. • National commercial banks • New York
NEWTEK BUSINESS SERVICES CORP. Employment Agreement with Matthew G. AshEmployment Agreement • April 16th, 2015 • Newtek Business Services Corp. • New York
PREAMBLE. This Agreement entered into this 1st day of January 2015, by and between Newtek Business Services, Inc. (the “Company”) and MATTHEW G. ASH (the “Executive”), effective immediately.
NEWTEK BUSINESS SERVICES CORP. Common Stock, $0.02 par value per share FORM OF EQUITY DISTRIBUTION AGREEMENT Dated [ ], 20[ ]Equity Distribution Agreement • August 25th, 2016 • Newtek Business Services Corp. • New York
Newtek Business Services Corp., a Maryland corporation (the “Company”), proposes to issue and sell through [ ], acting as agent and/or principal (the “Sales Manager”), up to [ ] shares of common stock (the “Shares”), par value $0.02 per share (the “Common Stock”), of the Company.
NEWTEK BUSINESS SERVICES CORP. 5.75% NOTES DUE 2024 Underwriting Agreement Dated as of July 24, 2019Underwriting Agreement • July 29th, 2019 • Newtek Business Services Corp. • New York
The Notes will be issued under the Indenture, dated as of September 23, 2015 (the “Base Indenture”), as supplemented by the Fourth Supplemental Indenture to be entered into in connection with the issuance of the Offered Notes (the “Fourth Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), in each case, by and between the Company and U.S. Bank National Association, as trustee (the “Trustee”). The Offered Notes will be issued to Cede & Co., as nominee of the Depository Trust Company (“DTC”) pursuant to a blanket letter of representations (the “DTC Agreement”), between the Company and DTC. The Indenture has been duly qualified under the Trust Indenture Act of 1939, as amended (the “1939 Act”).
NEWTEKONE, INC., ISSUER AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, TRUSTEE SENIOR DEBT SECURITIES INDENTURE Dated as of August 31, 2023NewtekOne, Inc. • August 31st, 2023 • National commercial banks • New York
25022134.2 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this 1st day of November, 2021, by and between Newtek Business Services Corp., a Maryland corporation (the “Company”), and the undersigned...Indemnification Agreement • November 12th, 2021 • Newtek Business Services Corp. • Maryland
NEWTEK BUSINESS SERVICES CORP. Employment Agreement with Michael A. SchwartzNewtek Business Services Corp. • March 23rd, 2016 • New York
PREAMBLE. This Agreement entered into this 1st day of March 2016, by and between NEWTEK BUSINESS SERVICES CORP. (the “Company”) and MICHAEL A. SCHWARTZ (the “Executive”), effective immediately.
116238/2 NEWTEKONE, INC. _____________________________ EMPLOYMENT AGREEMENT WITH BARRY SLOANE _____________________________ PREAMBLE. This Employment Agreement (the “Agreement”) is entered into as of the 1st day of March 2023 (the “Effective Date”),...Employment Agreement • March 16th, 2023 • NewtekOne, Inc. • National commercial banks • New York
FORM OF CUSTODY AGREEMENT dated as of [—], 2014 by and between NEWTEK BUSINESS SERVICES CORP. (“Company”) and U.S. BANK NATIONAL ASSOCIATION (“Custodian”)Form of Custody Agreement • November 3rd, 2014 • Newtek Business Services Corp. • New York
This CUSTODY AGREEMENT (this “Agreement”) is dated as of [—], 2014, and is by and between Newtek Business Services Corp. (and any successor or permitted assign, the “Company”), a corporation organized under the laws of the State of Maryland, having its principal place of business at 212 West 35th Street, 2nd Floor, New York, NY 10001, and U.S. BANK NATIONAL ASSOCIATION (and any successor or permitted assign acting as custodian hereunder, the “Custodian”), a national banking association having a place of business at One Federal Street, 3rd Floor, Boston, MA 02110.
CLASS A NOTENewtek Business Services Corp. • December 5th, 2014
THIS NOTE DOES NOT EVIDENCE AN OBLIGATION OF OR AN INTEREST IN, AND IS NOT GUARANTEED BY, THE ISSUER, THE DEPOSITOR, THE SELLER, THE SERVICER, THE BACK-UP SERVICER, THE INDENTURE TRUSTEE, THE OWNER TRUSTEE, THE ADMINISTRATOR OR ANY AFFILIATE OF ANY OF THEM AND IS NOT INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR PRIVATE INSURER.
NEWTEK BUSINESS SERVICES CORP. Employment Agreement with Jennifer C. EddelsonEmployment Agreement • April 16th, 2015 • Newtek Business Services Corp. • New York
PREAMBLE. This Agreement entered into this 31st day of March 2015, by and between NEWTEK BUSINESS SERVICES CORP. (the “Company”) and JENNIFER C. EDDELSON (the “Executive”), effective immediately.
NEWTEK BUSINESS SERVICES CORP. 3,000,000 Shares of Common Stock Equity Distribution Agreement Dated as of June 25, 2020Equity Distribution Agreement • June 25th, 2020 • Newtek Business Services Corp. • New York
Newtek Business Services Corp., a Maryland corporation (the “Company”) confirms its agreement (this “Agreement”) with the several placement agents named in Schedule A hereto (each a “Placement Agent,” or collectively “Placement Agents”), as follows:
GUARANTY (Corporate)Newtek Business Services Corp. • December 9th, 2015 • New York
FOR VALUE RECEIVED, and in consideration of loans made or to be made or credit otherwise extended or to be extended by STERLING NATIONAL BANK (“Sterling”), each of the financial institutions (together with Sterling, collectively, “Lenders”) named in or which hereafter become a party to the Loan Agreement (as hereinafter defined) and Sterling, as agent for Lenders (in such capacity, “Agent”) to or for the account of CDS Business Services, Inc. (“Borrower”) from time to time and at any time and for other good and valuable consideration and to induce Agent and Lenders, in their discretion, to make such loans or extensions of credit and to make or grant such renewals, extensions, releases of collateral or relinquishments of legal rights as Agent and Lenders may deem advisable, the undersigned (and each of them if more than one, the liability under this Guaranty being joint and several) unconditionally guaranties to Agent for its own benefit and for the ratable benefit of Lenders, their suc
2,250,000 Shares NEWTEK BUSINESS SERVICES CORP. Common Stock, Par Value $0.02 Per Share Underwriting Agreement Dated as of January 25, 2017Underwriting Agreement • January 30th, 2017 • Newtek Business Services Corp. • New York
ContractNewtek Business Services Corp. • May 20th, 2021
amended and restated LOAN AND SECURITY AGREEMENT by and among Sterling National BANK,Loan and Security Agreement • December 9th, 2015 • Newtek Business Services Corp. • New York
OMNIBUS AMENDMENT NO. 4 TO LOAN DOCUMENTS This Omnibus Amendment No. 4 to Loan Documents (this “Amendment”), dated as of May 7, 2020 (the “Fourth Amendment Effective Date”), is entered into by and among NEWTEK SMALL BUSINESS FINANCE, LLC, a New York...Loan and Security Agreement • May 11th, 2020 • Newtek Business Services Corp. • New York
NEWTEK BANK, NATIONAL ASSOCIATION _____________________________ EMPLOYMENT AGREEMENT WITH NICOLAS YOUNG _____________________________ PREAMBLE. This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into effective as of the 6th day of January 2023...Employment Agreement • March 16th, 2023 • NewtekOne, Inc. • National commercial banks • Florida
THE SECURITIES REPRESENTED BY THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “SECURITIES ACT”), OR REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS...Newtek Business Services Corp. • May 13th, 2021 • Delaware
SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT This SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT (“Amendment”) is dated as of September 13, 2022 (the “Execution Date”), by and between Newtek Business Services Corp., a corporation formed under the laws...Stock Purchase Agreement • November 8th, 2022 • Newtek Business Services Corp.
NEWTEK BUSINESS SERVICES CORP. 2,900,000 Shares of Common Stock Amended and Restated Equity Distribution Agreement Dated as of September 6, 2017Newtek Business Services • September 8th, 2017 • Newtek Business Services Corp. • New York
NEWTEK BUSINESS SERVICES CORP. Employment Agreement with Jennifer C. EddelsonNewtek Business Services Corp. • March 23rd, 2016 • New York
PREAMBLE. This Agreement entered into this 1st day of March 2016, by and between NEWTEK BUSINESS SERVICES CORP. (the “Company”) and JENNIFER C. EDDELSON (the “Executive”), effective immediately.
FIFTH SUPPLEMENTAL INDENTURE between NEWTEK BUSINESS SERVICES CORP. and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of November 27, 2020 RECITALS OF THE COMPANYSupplemental Indenture • November 27th, 2020 • Newtek Business Services Corp.
Newtek Business Services Corp. First Amendment and Supplement to the Equity Distribution AgreementEquity Distribution Agreement • February 28th, 2020 • Newtek Business Services Corp. • New York
Newtek Business Services Corp., a Maryland corporation (the “Company”), and Compass Point Research & Trading, LLC, JMP Securities LLC, Keefe, Bruyette & Woods, Inc., Ladenburg Thalmann & Co. Inc., Raymond James & Associates, Inc., and UBS Securities LLC (each a “Placement Agent,” or collectively “Placement Agents”) hereby agree and confirm that this First Amendment and Supplement to the Equity Distribution Agreement (this “First Amendment and Supplement”) amends and supplements the Equity Distribution Agreement, dated as of July 10, 2019, by and among the Company and the Placement Agents (the “Equity Distribution Agreement”), as follows:
ContractNewtekOne, Inc. • August 28th, 2023 • National commercial banks • New York
GUARANTY OF PAYMENT AND PERFORMANCEPayment and Performance • August 31st, 2018 • Newtek Business Services Corp.
THIS GUARANTY OF PAYMENT AND PERFORMANCE (this “Guaranty”) is made as of July 31, 2018 by Newtek Business Services Corp., a Maryland corporation, with its principal executive offices at 1981 Marcus Avenue, Suite 130, Lake Success, New York 11042 (“Guarantor”), in favor of (i) Capital One, National Association, in its capacity as administrative agent (in such capacity, the “Administrative Agent”) for itself and for the Lenders and the other Secured Parties (as such terms are defined in the Credit Agreement identified below), having an address at 299 Park Avenue, New York, New York 10171, and (ii) the Lenders, having addresses set forth in the Credit Agreement.
EXHIBIT A FORM OF ALLONGE ALLONGE This Allonge forms a part of that certain Promissory Note dated in the original principal amount of $ , executed by , and made payable to the order of Newtek Business Lending, LLC, a Florida limited liability company...Loan and Security Agreement • November 12th, 2021 • Newtek Business Services Corp. • Florida
NEWTEKONE, INC. INVESTOR RIGHTS AGREEMENT This Investor Rights Agreement (the “Agreement”) dated as of February 3, 2023, is by and among NewtekOne, Inc., a Maryland corporation (the “Company”), Patriot Financial Partners IV, L.P., a Delaware limited...Investor Rights Agreement • February 7th, 2023 • NewtekOne, Inc. • National commercial banks
EXECUTION VERSION 4866-4344-7334 v.3 FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT This FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT (“Amendment”) is dated as of July 1, 2022 (the “Execution Date”), by and between Newtek Business Services Corp., a...Stock Purchase Agreement • August 8th, 2022 • Newtek Business Services Corp.
EXECUTION VERSION 739191471 20664933 MASTER REPURCHASE AGREEMENT Dated as of March 18, 2021 by and among NBL SPV II, LLC, as Seller and DEUTSCHE BANK AG, NEW YORK BRANCH, as BuyerMaster Repurchase Agreement • November 12th, 2021 • Newtek Business Services Corp. • New York
NEWTEKONE, INC. CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) is made by and between NEWTEKONE, INC. (the “Company”) and [*] (the “Executive”) (the Company and the Executive are each a “Party” and collectively, the...Change in Control Agreement • April 1st, 2024 • NewtekOne, Inc. • National commercial banks • New York
2 - 29275947v3 Loan Document, and the due and prompt performance of all of the terms, agreements, covenants and conditions of the Notes, the Loan Agreement and the other Loan Documents; (ii) payment in full of any and all expenses that may be paid or...Newtek Business Services Corp. • May 16th, 2017
EXECUTION VERSION SIXTH AMENDMENT TO CREDIT AGREEMENT This Sixth Amendment to Credit Agreement (this “Agreement”), dated as of November 4, 2020 (the “Effective Date”), is entered into by and among NBL SPV I, LLC, a Delaware limited liability company...Credit Agreement • November 9th, 2020 • Newtek Business Services Corp. • New York
