OPTION CANCELLATION AGREEMENTOption Cancellation Agreement • October 16th, 2015 • Transfirst Holdings Corp. • Delaware
THIS OPTION CANCELLATION AGREEMENT (this “Agreement”) is entered into on October 15, 2015 (the “Effective Date”), by and between TransFirst Holdings Corp., f/k/a Tyche Topco, Inc., a Delaware corporation (the “Company”), and Stephen Cadden (“Employee”).
FIRST AMENDMENT TO FIRST LIEN CREDIT AGREEMENTCredit Agreement • October 16th, 2015 • Transfirst Holdings Corp. • New York
This FIRST LIEN CREDIT AGREEMENT (as amended by the First Amendment to First Lien Credit Agreement dated as of June 9, 2015, this “Agreement”), dated as of November 12, 2014, is made among Tyche Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and upon consummation of the Closing Date Acquisition, TransFirst Inc., a Delaware corporation (“TransFirst 1”), as the surviving entity after giving effect to the Closing Date Acquisition (the “Lead Borrower”), and co-borrowers, TransFirst Parent Corp., a Delaware corporation (“TransFirst 2”), and TransFirst Holdings, Inc., a Delaware corporation (“TransFirst 3” and, together with the Lead Borrower and TransFirst 2, collectively, the “Borrowers” and each, a “Borrower”), Tyche Holdings, LLC (“Holdings”), a Delaware limited liability company, as Guarantor, each of the other Guarantors (such terms and each other capitalized term used but not defined herein having the meaning given to it in Article I) party hereto upon becoming a party heret
CLEARING AND SETTLEMENT SERVICES AGREEMENTSettlement Services Agreement • October 16th, 2015 • Transfirst Holdings Corp. • Georgia
Bank’s: Initially, and until Company is otherwise notified in writing, Bank’s Authorized Representatives shall include each of the following officers of Synovus Financial Corp. (Bank’s current processing agent):
AMENDED AND RESTATED MERCHANT FINANCIAL SERVICES AGREEMENT BY AND BETWEEN WELLS FARGO BANK, N.A., and TRANSFIRST HOLDINGS, INC. September 16, 2014Merchant Financial Services Agreement • October 16th, 2015 • Transfirst Holdings Corp. • Texas
This Amended and Restated Merchant Financial Services Agreement, made and entered into on this 16th day of September, 2014 and made effective as of August 8, 2011 (this “Agreement”), is by and between WELLS FARGO BANK, N.A., a national banking association (“WFB” or “Wells Fargo) and TRANSFIRST HOLDINGS, INC., a Delaware corporation, and its present and future subsidiaries (“Company”), and amends and restates in its entirety the Merchant Financial Services Agreement dated August 8, 2011 by and between WFB and Company.
PROCESSING SERVICES AGREEMENT BETWEEN TRANSFIRST HOLDINGS, INC. 5400 LBJ Freeway Suite 900 Dallas, TX 75240 and TSYS ACQUIRING SOLUTIONS, L.L.C. 8320 South Hardy Drive Tempe, Arizona 85284Processing Services Agreement • October 16th, 2015 • Transfirst Holdings Corp. • Delaware
[***] Indicates that text has been omitted which is the subject of a confidential treatment request. The text has been separately filed with the Securities and Exchange Commission.
FIRST AMENDMENT TO SECOND LIEN CREDIT AGREEMENTCredit Agreement • October 16th, 2015 • Transfirst Holdings Corp. • New York
This SECOND LIEN CREDIT AGREEMENT (as amended by the First Amendment to Second Lien Credit Agreement dated as of June 9, 2015, this “Agreement”), dated as of November 12, 2014, is made among Tyche Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and upon consummation of the Closing Date Acquisition, TransFirst Inc., a Delaware corporation (“TransFirst 1”), as the surviving entity after giving effect to the Closing Date Acquisition (the “Lead Borrower”), and co-borrowers, TransFirst Parent Corp., a Delaware corporation (“TransFirst 2”), and TransFirst Holdings, Inc., a Delaware corporation (“TransFirst 3” and, together with the Lead Borrower and TransFirst 2, collectively, the “Borrowers” and each, a “Borrower”), Tyche Holdings, LLC (“Holdings”), a Delaware limited liability company, as Guarantor, each of the other Guarantors (such terms and each other capitalized term used but not defined herein having the meaning given to it in Article I) party hereto upon becoming a party her
