Commercial Credit, Inc. [●] Shares of Common Stock, par value $0.00001 per Share Underwriting AgreementCommercial Credit, Inc. • April 27th, 2015 • Miscellaneous business credit institution • New York
Commercial Credit, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [●] shares of common stock, par value $0.00001 per share, of the Company, and certain stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”) propose to sell to the several Underwriters an aggregate of [●] shares of common stock, par value $0.00001 per share, of the Company (collectively, the “Underwritten Shares”). In addition, the Selling Stockholders propose to sell, at the option of the Underwriters, up to an additional [●] shares of common stock, par value $0.00001 per share, of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock, par value $0.00001 per share, of the Company to be outstanding aft
CREDIT AGREEMENT DATED AS OF JANUARY 8, 2014, AMONG COMMERCIAL CREDIT GROUP INC., THE GUARANTORS FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, AND BMO HARRIS BANK N.A., AS ADMINISTRATIVE AGENT BMO CAPITAL MARKETS, AS SOLE...Credit Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This Credit Agreement is entered into as of January 8, 2014, by and among Commercial Credit Group Inc., a Delaware corporation (the “Borrower”), the direct and indirect Subsidiaries of the Borrower from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, and BMO Harris Bank N.A., as Administrative Agent as provided herein.
SALE AGREEMENT Dated as of January 8, 2014 by and between COMMERCIAL CREDIT GROUP INC. and CCG RECEIVABLES VI, LLCSale Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This SALE AGREEMENT, dated as of January 8, 2014 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), by and between COMMERCIAL CREDIT GROUP INC., a Delaware corporation (the “Originator”) and CCG RECEIVABLES VI, LLC, a Delaware limited liability company (the “SPV”). The parties hereto agree as follows:
LOAN AND ADMINISTRATION AGREEMENT Dated as of June 13, 2011 by and among CCG RECEIVABLES V, LLC, as SPV, COMMERCIAL CREDIT GROUP INC., as Servicer, PORTFOLIO FINANCIAL SERVICING COMPANY, as Backup Servicer FAIRWAY FINANCE COMPANY, LLC, as Lender, BMO...Loan and Administration Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This LOAN AND ADMINISTRATION AGREEMENT (as amended, supplemented otherwise modified and in effect from time to time, this “Agreement”), dated as of June 13, 2011, is entered into by and among CCG RECEIVABLES V, LLC, a Delaware limited liability company (the “SPV”), COMMERCIAL CREDIT GROUP INC., a Delaware corporation, individually (“CCG”) and as initial Servicer, PORTFOLIO FINANCIAL SERVICING COMPANY, a Delaware corporation, as Backup Servicer, FAIRWAY FINANCE COMPANY, LLC, a Delaware limited liability company (“Fairway”), as Lender, together with the other financial institutions as may from time to time become party hereto as Lenders or Administrators, BMO CAPITAL MARKETS CORP., a Delaware corporation, as the Administrator for Fairway, and BMO CAPITAL MARKETS CORP., a Delaware corporation, as the Facility Agent.
INDENTURE between CCG RECEIVABLES TRUST 2013-1, as Issuer and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee Dated as of April 24, 2013Indenture • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
INDENTURE, dated as of April 24, 2013 (this “Indenture”), between CCG RECEIVABLES TRUST 2013-1, a Delaware statutory trust, as Issuer (the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Indenture Trustee (the “Indenture Trustee”) for the benefit of the Noteholders.
LOAN AND ADMINISTRATION AGREEMENT Dated as of January 8, 2014 by and among CCG RECEIVABLES VI, LLC, as SPV, COMMERCIAL CREDIT GROUP INC., as Servicer, PORTFOLIO FINANCIAL SERVICING COMPANY, as Backup Servicer JUPITER SECURITIZATION COMPANY LLC, as...Loan and Administration Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This LOAN AND ADMINISTRATION AGREEMENT (as amended, supplemented otherwise modified and in effect from time to time, this “Agreement”), dated as of January 8, 2014, is entered into by and among CCG RECEIVABLES VI, LLC, a Delaware limited liability company (the “SPV”), COMMERCIAL CREDIT GROUP INC., a Delaware corporation, individually (“CCG”) and as initial Servicer, PORTFOLIO FINANCIAL SERVICING COMPANY, a Delaware corporation, as Backup Servicer, JUPITER SECURITIZATION COMPANY LLC, a Delaware limited liability company (“Jupiter”), as a Lender, the other financial institutions as may from time to time become party hereto as Lenders or Administrators, JPMORGAN CHASE BANK, N.A. (“JPMorgan”). a national banking association, as the Administrator for Jupiter, and JPMORGAN CHASE BANK, N.A., a national banking association, as the Facility Agent.
PURCHASE AGREEMENT Dated as of February 15, 2012 by and between COMMERCIAL CREDIT GROUP INC., as Originator, and CCG RECEIVABLES IV, LLC, as DepositorPurchase Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This PURCHASE AGREEMENT (as amended, supplemented otherwise modified and in effect from time to time, this “Agreement”), dated as of February 15, 2012, is entered into by and between CCG RECEIVABLES IV, LLC, a Delaware limited liability company (the “Depositor”) and COMMERCIAL CREDIT GROUP INC., a Delaware Corporation (the “Originator”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 27th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This First Amendment to Credit Agreement (herein, this “Amendment”) is entered into as of August 8, 2014 , by and among Commercial Credit Group Inc., a Delaware corporation (the “Borrower”), the financial institutions party to this Amendment, as Lenders, and BMO Harris Bank N.A., as Administrative Agent.
PURCHASE AGREEMENT Dated as of April 24, 2013 by and between COMMERCIAL CREDIT GROUP INC., as Originator, and CCG RECEIVABLES IV, LLC, as DepositorPurchase Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This PURCHASE AGREEMENT (as amended, supplemented otherwise modified and in effect from time to time, this “Agreement”), dated as of April 24, 2013, is entered into by and between CCG RECEIVABLES IV, LLC, a Delaware limited liability company (the “Depositor”) and COMMERCIAL CREDIT GROUP INC., a Delaware Corporation (the “Originator”).
PURCHASE AGREEMENT Dated as of May 14, 2014 by and between COMMERCIAL CREDIT GROUP INC., as Originator, and CCG RECEIVABLES IV, LLC, as DepositorSecurity Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This PURCHASE AGREEMENT (as amended, supplemented otherwise modified and in effect from time to time, this “Agreement”), dated as of May 14, 2014, is entered into by and between CCG RECEIVABLES IV, LLC, a Delaware limited liability company (the “Depositor”) and COMMERCIAL CREDIT GROUP INC., a Delaware corporation (the “Originator”).
SECOND AMENDMENT TO LOAN AND ADMINISTRATION AGREEMENTLoan and Administration Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This Second Amendment to Loan and Administration Agreement, dated as of December 23, 2014 (the “Amendment”), is made pursuant to that certain Loan and Administration Agreement, dated as of January 8, 2014 (as amended, modified or supplemented from time to time, the “Agreement”), among CCG Receivables VI, LLC, a Delaware limited liability company (the “SPV”), Commercial Credit Group Inc., a Delaware corporation, individually (“CCG”) and as initial Servicer, Portfolio Financial Servicing Company, a Delaware corporation, as backup servicer (the “Backup Servicer”), Jupiter Securitization Company LLC (“Jupiter”), as Lender, together with the other financial institutions as may from time to time become party thereto as Lenders or Administrators, JPMorgan Chase, N.A. (“JPMorgan”), as the Administrator for Jupiter, and JPMorgan Chase, N.A., as facility agent (the “Facility Agent”).
SALE AND SERVICING AGREEMENT by and among CCG RECEIVABLES IV, LLC, as Depositor CCG RECEIVABLES TRUST 2014-1, as Issuer, COMMERCIAL CREDIT GROUP INC., as Originator and Servicer, PORTFOLIO FINANCIAL SERVICING COMPANY, as Back-Up Servicer, and U.S....Sale and Servicing Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This SALE AND SERVICING AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), dated as of May 14, 2014, is entered into by and among CCG RECEIVABLES IV, LLC, a Delaware limited liability company (the “Depositor”), CCG RECEIVABLES TRUST 2014-1, a Delaware statutory trust (the “Issuer”), COMMERCIAL CREDIT GROUP INC. (“CCG”), a Delaware corporation, as Servicer (the “Servicer”) and as the Originator (the “Originator”), PORTFOLIO FINANCIAL SERVICING COMPANY, a Delaware corporation (the “Back-Up Servicer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, but solely in its capacity as Indenture Trustee hereunder (the “Indenture Trustee”).
SECURITY AGREEMENTSecurity Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This Security Agreement (as the same may be amended or modified from time to time, the “Agreement”) is dated as of January 8, 2014, by and among Commercial Credit Group Inc., a Delaware corporation (the “Borrower”), and the other parties executing this Agreement under the heading “Debtors” (the Borrower and such other parties, along with any parties who execute and deliver to the Agent an agreement substantially in the form attached hereto as Schedule C, being hereinafter referred to collectively as the “Debtors” and individually as a “Debtor”), each with its mailing address as set forth in Section 13(b) below, and BMO Harris Bank N.A., a national banking association (“BMO Harris”), with its mailing address as set forth in Section 13(b) below, acting as administrative agent hereunder for the Secured Creditors hereinafter identified and defined (BMO Harris acting as such administrative agent and any successor or successors to BMO Harris acting in such capacity being hereinafter referred
INVESTOR RIGHTS AGREEMENT OF COMMERCIAL CREDIT, INC.Investor Rights Agreement • April 27th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • Delaware
This INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of December 12, 2014, by and among (i) Commercial Credit, Inc., a Delaware corporation (the “Company”), (ii) Lovell Minnick Equity Partners III LP, a Delaware limited partnership (“LMEP III”), Lovell Minnick Equity Partners III-A LP, a Delaware limited partnership (“LMEP III-A”), and each of the other entities and individuals set forth from time to time on the attached Schedule of Holders under the heading “Investors” who, at any time, acquires securities of the Company in accordance with Section 8 hereof and executes a counterpart of this Agreement or otherwise agrees to be bound by this Agreement (each an “Investor” and collectively, the “Investors”), and (iii) each of the other entities and individuals set forth from time to time on the attached Schedule of Holders under the heading “Other Securityholders” who, at any time, acquires securities of the Company in accordance with Section 8 hereof and executes a counterpart of
FIRST AMENDMENT TO LOAN AND ADMINISTRATION AGREEMENTLoan and Administration Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This First Amendment to Loan and Administration Agreement, dated as of December 12, 2014 (the “Amendment”), is made pursuant to that certain Loan and Administration Agreement, dated as of January 8, 2014 (as amended, modified or supplemented from time to time, the “Agreement”), among CCG Receivables VI, LLC, a Delaware limited liability company (the “SPV”), Commercial Credit Group Inc., a Delaware corporation, individually (“CCG”) and as initial Servicer, Portfolio Financial Servicing Company, a Delaware corporation, as backup servicer (the “Backup Servicer”), Jupiter Securitization Company LLC (“Jupiter”), as Lender, together with the other financial institutions as may from time to time become party thereto as Lenders or Administrators, JPMorgan Chase, N.A. (“JPMorgan”), as the Administrator for Jupiter, and JPMorgan Chase, N.A., as facility agent (the “Facility Agent”).
SALE AGREEMENT Dated as of February 23, 2015 by and between COMMERCIAL CREDIT GROUP INC. and CCG RECEIVABLES VII, LLCSale Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This SALE AGREEMENT, dated as of February 23, 2015 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), by and between COMMERCIAL CREDIT GROUP INC., a Delaware corporation (the “U.S. Originator”) and CCG RECEIVABLES VII, LLC, a Delaware limited liability company (the “U.S. SPV”). The parties hereto agree as follows:
LOAN AND ADMINISTRATION AGREEMENT Dated as of February 23, 2015 by and among CCG RECEIVABLES VII, LLC, as U.S. SPV, CCG CANADA FUNDING 2 LP, as Canadian SPV, COMMERCIAL CREDIT GROUP INC., as U.S. Servicer, CCG EQUIPMENT FINANCE LIMITED, as Canadian...Loan and Administration Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This LOAN AND ADMINISTRATION AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), dated as of February 23, 2015, is entered into by and among CCG RECEIVABLES VII, LLC, a Delaware limited liability company (the “U.S. SPV”), CCG CANADA FUNDING 2 LP, a limited partnership organized under the laws of the Province of Ontario (the “Canadian SPV”, and together with the U.S. SPV, collectively, the “SPVs” and individually, an “SPV”), COMMERCIAL CREDIT GROUP INC., a Delaware corporation, individually (“CCG”) and as initial U.S. Servicer, CCG EQUIPMENT FINANCE LIMITED, a corporation existing under the laws of the Province of British Columbia, individually (“CCG Canada”) and as initial Canadian Servicer, PORTFOLIO FINANCIAL SERVICING COMPANY, a Delaware corporation, as Backup Servicer, WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Wells Fargo”), as Lender, together with the other financial institutions as may from
SALE AND SERVICING AGREEMENT by and among CCG RECEIVABLES IV, LLC, as Depositor CCG RECEIVABLES TRUST 2013-1, as Issuer, COMMERCIAL CREDIT GROUP INC., as Originator and Servicer, PORTFOLIO FINANCIAL SERVICING COMPANY, as Back-Up Servicer, and U.S....Sale and Servicing Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This SALE AND SERVICING AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), dated as of April 24, 2013, is entered into by and among CCG RECEIVABLES IV, LLC, a Delaware limited liability company (the “Depositor”), CCG RECEIVABLES TRUST 2013-1, a Delaware statutory trust (the “Issuer”), COMMERCIAL CREDIT GROUP INC. (“CCG”), a Delaware corporation, as Servicer (the “Servicer”) and as the Originator (the “Originator”), PORTFOLIO FINANCIAL SERVICING COMPANY, a Delaware corporation (the “Back-Up Servicer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, but solely in its capacity as Indenture Trustee hereunder (the “Indenture Trustee”).
SALE AND SERVICING AGREEMENT by and among CCG RECEIVABLES IV, LLC, as Depositor CCG RECEIVABLES TRUST 2012-1, as Issuer, COMMERCIAL CREDIT GROUP INC., as Originator and Servicer, PORTFOLIO FINANCIAL SERVICING COMPANY, as Back-Up Servicer, and U.S....Sale and Servicing Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
This SALE AND SERVICING AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), dated as of February 15, 2012, is entered into by and among CCG RECEIVABLES IV, LLC, a Delaware limited liability company (the “Depositor”), CCG RECEIVABLES TRUST 2012-1, a Delaware statutory trust (the “Issuer”), COMMERCIAL CREDIT GROUP, INC. (“CCG”), a Delaware corporation, as Servicer (the “Servicer”) and as the Originator (the “Originator”), PORTFOLIO FINANCIAL SERVICING COMPANY, a Delaware corporation (the “Back-Up Servicer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, but solely in its capacity as Indenture Trustee hereunder (the “Indenture Trustee”).
INDENTURE between CCG RECEIVABLES TRUST 2014-1, as Issuer and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee Dated as of May 14, 2014Indenture • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
INDENTURE, dated as of May 14, 2014 (this “Indenture”), between CCG RECEIVABLES TRUST 2014-1, a Delaware statutory trust, as Issuer (the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Indenture Trustee (the “Indenture Trustee”) for the benefit of the Noteholders.
FORM OF EMPLOYMENT AGREEMENT ([NAME])Form of Employment Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • North Carolina
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into by and between COMMERCIAL CREDIT GROUP INC., a Delaware corporation (the “Company”), and [NAME], a resident of Mecklenburg County, North Carolina (“Employee”), to be effective as of the date (the “Effective Date”) on which an Initial Public Offering of the Company successfully closes. (Employee and the Company, each may be referred to herein as a “Party,” or collectively as the “Parties”.) This Agreement is contingent upon a successful closing of an Initial Public Offering of the Company. Until such time as an Initial Public Offering of the Company successfully closes, this Agreement will be void and without effect. Where not otherwise specified in this Agreement, defined terms used herein shall have the meanings specified in Section 9 hereof.
INDENTURE between CCG RECEIVABLES TRUST 2012-1, as Issuer and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee Dated as of February 15, 2012Indenture • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • New York
INDENTURE, dated as of February 15, 2012 (this “Indenture”), between CCG RECEIVABLES TRUST 2012-1, a Delaware statutory trust, as Issuer (the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Indenture Trustee (the “Indenture Trustee”) for the benefit of the Noteholder.
CANADIAN SALE AGREEMENT Dated as of February 23, 2015 by and between CCG EQUIPMENT FINANCE LIMITED and CCG CANADA FUNDING 2 LP, by its general partner 1020973 B.C. LTD.Canadian Sale Agreement • March 19th, 2015 • Commercial Credit, Inc. • Miscellaneous business credit institution • Ontario
This Canadian Sale Agreement, dated as of February 23, 2015 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), by and between CCG EQUIPMENT FINANCE LIMITED, a corporation incorporated under the laws of the Province of British Columbia (the “Canadian Originator”) and CCG CANADA FUNDING 2 LP, an Ontario limited partnership, by its general partner 1020973 B.C. LTD. The parties hereto agree as follows:
