Common use of Certain Matters Regarding Leases Clause in Contracts

Certain Matters Regarding Leases. (i) Lenders hereby waive the requirements of Section 6.13 of this Agreement with respect to (i) the lease by i3-RS of office space located at 000 Xxxx 00xx Xx., Xxxx 000, Xxx Xxxx, Xxx Xxxx, (xx) the lease by CP-USDC of office space located at 0000 X. Xxxxxx Drive, Suite 105, Tulsa, Oklahoma, and (iii) the lease by i3 Verticals of office space located at 00 Xxxxxx Xxxxx Blvd., Suite 200, Nashville, Tennessee, so long as Borrowers vacate such space on or before April 1, 2015. (ii) Lenders hereby agree that the time for delivering applicable landlord agreements pursuant to Section 6.13 of this Agreement is hereby extended to (i) on or before February 9, 2015, with respect to the lease by i3 Verticals of office space located at 0000 Xxxxxxxxxx Xxxxxxx, Xxxxxxx, XX 00000, and (ii) on or before the date of occupancy with respect to the lease by i3 Verticals of office space located at 00 Xxxxxx Xxxxx Blvd., Suite 415, Nashville, Tennessee. This First Amended and Restated Loan Agreement is dated as of the date first written above. CCSD II, L.P. By: CCSD XX XX, LLCits General Partner By: /s/ R. Xxxxxx Xxxxxx Name: R. Xxxxxx Xxxxxx Title: Managing Partner CLARITAS CAPITAL SPECIALTY DEBT FUND, L.P. By: CCSD GP, LLCits General Partner By: /s/ R. Xxxxxx Xxxxxx Name: R. Xxxxxx Xxxxxx Title: Managing Partner XXXXXXX MEZZANINE PARTNERS III, L.P. By: HMP III GP, LLC,Its General Partner By: Xxxxxxx Mezzanine Partners III GP, LLC,its Sole Manager By: Xxxxxxx Mezzanine Manager III, Inc.,its Sole Manager By: /s/ Xxxx X. Xxxxxxxx Name: Xxxx X. Xxxxxxxx Title: VP CLARITAS CAPITAL SPECIALTY DEBT FUND, L.P. . By: CCSD GP, LLCits General Partner By: /s/ R. Xxxxxx Xxxxxx Name: R. Xxxxxx Xxxxxx Title: Managing Partner I3 VERTICALS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer i3 VERTICALS MANAGEMENT SERVICES, INC. By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-TOPS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-USDC, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-PS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-APS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-DBS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer i3-RS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer None. None. None. Trust One Payment Services, Inc. and Global Payments Direct, Inc. were sued by the FTC in contempt proceedings filed July 18, 2013 regarding their failure to honor an asset freeze relating to the reserve funds for two merchants, Ambrosia Website Design and Western GPS. In its Asset Purchase Agreement with Trust One Payment Services, Inc., dated December 24, 2012, CP-TOPS, LLC did not assume any of these liabilities (2.2(b)(ix) in the APA). At issue with the FTC are approximately $800,000 in merchant reserves which Global and the seller held and funded to cover customer chargebacks. In addition, the seller funded over $200,000 of additional chargebacks over the reserves. All chargeback funds went directly to customers. The seller settled with the FTC. None. 1. Amended and Restated Term Loan Agreement and Revolving Loan Agreement dated as of the date hereof (the “Senior Loan Agreement”) among Borrowers, certain lenders signatory thereto, and First Bank, as Administrative Agent for such lenders. Each Borrower has granted a security interest in substantially all its assets to secure each Borrower’s obligations under the Senior Loan Agreement.

Certain Matters Regarding Leases. (i1) Lenders hereby waive the requirements of Section 6.13 of this Agreement with respect to (i) the lease by i3-RS of office space located at 000 115 Xxxx 00xx Xx., Xxxx 000, Xxx Xxxx, Xxx Xxxx, (xx) the xxx lease by CP-USDC of office space located at 0000 2761 X. Xxxxxx Drive, Suite 105, Tulsa, Oklahoma, and (iii) the lease by i3 Verticals of office space located at 00 Xxxxxx 40 Bxxxxx Xxxxx BlvdXxxx., Suite 200Xxxxx 000, NashvilleXxxxxxxxx, TennesseeXxxxxxxxx, so xx long as Borrowers vacate such space on or before April 1, 2015. (ii2) Lenders hereby agree that the time for delivering applicable landlord agreements pursuant to Section 6.13 of this Agreement is hereby extended to (i) on or before February 9, 2015, with respect to the lease by i3 Verticals of office space located at 0000 2500 Xxxxxxxxxx Xxxxxxx, Xxxxxxx, XX 00000, and xxd (ii) on or before the date of occupancy with respect to the lease by i3 Verticals of office space located at 00 Xxxxxx 40 Bxxxxx Xxxxx BlvdXxxx., Suite 415Xxxxx 000, NashvilleXxxxxxxxx, Tennessee. This First Amended and Restated Xxxxxxxxx. (3) Lenders hereby waive the requirements of Section 6.13 of the Loan Agreement is dated as of with respect to the date first written above. CCSD II, L.P. By: CCSD XX XX, LLCits General Partner By: /s/ R. Xxxxxx Xxxxxx Name: R. Xxxxxx Xxxxxx Title: Managing Partner CLARITAS CAPITAL SPECIALTY DEBT FUND, L.P. By: CCSD GP, LLCits General Partner By: /s/ R. Xxxxxx Xxxxxx Name: R. Xxxxxx Xxxxxx Title: Managing Partner XXXXXXX MEZZANINE PARTNERS III, L.P. By: HMP III GP, LLC,Its General Partner By: Xxxxxxx Mezzanine Partners III GP, LLC,its Sole Manager By: Xxxxxxx Mezzanine Manager III, Inc.,its Sole Manager By: /s/ Xxxx X. Xxxxxxxx Name: Xxxx X. Xxxxxxxx Title: VP CLARITAS CAPITAL SPECIALTY DEBT FUND, L.P. . By: CCSD GP, LLCits General Partner By: /s/ R. Xxxxxx Xxxxxx Name: R. Xxxxxx Xxxxxx Title: Managing Partner I3 VERTICALS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer i3 VERTICALS MANAGEMENT SERVICES, INC. By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-TOPS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-USDC, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-PS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-APS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-DBS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer lease by i3-RSPBS of office space located at 2859 X. Xxxxxxxxxxx Xxxxx, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer None. None. None. Trust One Payment ServicesXxxxxxxx Xxx, Inc. and Global Payments Direct, Inc. were sued by the FTC in contempt proceedings filed July 18, 2013 regarding their failure XX 00000. (4) Reference is made to honor an asset freeze relating to the reserve funds for two merchants, Ambrosia Website Design and Western GPS. In its Asset Purchase Agreement with Trust One Payment Services, Inc., dated December 24, 2012, CP-TOPS, LLC did not assume any of these liabilities (2.2(b)(ix) in the APA). At issue with the FTC are approximately $800,000 in merchant reserves which Global and the seller held and funded to cover customer chargebacks. In addition, the seller funded over $200,000 of additional chargebacks over the reserves. All chargeback funds went directly to customers. The seller settled with the FTC. None. 1. Amended and Restated Term Loan Agreement and Revolving Loan that Office Lease Agreement dated as of the date hereof January 19, 2011 (the “Senior Loan AgreementFairways Lease”) among Borrowersbetween Fairway and Domar Properties, certain lenders signatory theretoLLC for the premises located at 300 X. Xxx Xxxxxx, and First BankXxxxx 000, as Administrative Agent for such lenders. Each Borrower has granted Xxxxxxxxxx, XX, 00000 (xxe “Xxx Premises”), which Lease contains the grant of a security interest which is not a Permitted Encumbrance. Collateral Agent and Lenders hereby consent to such security interest and waive any Defaults or Events of Default that exist or may arise on account of the granting or existence of such security interest. Borrowers obtained a landlord waiver from the landlord of the Xxx Premises, but such waiver is not in substantially form acceptable to Collateral Agent and Lenders in all its assets respects. Borrowers’ failure to secure each Borrower’s obligations obtain an acceptable landlord waiver shall not constitute a Default or Event of Default under the Senior Loan Credit Agreement; provided, however, that until Borrowers obtain a landlord waiver acceptable to Collateral Agent and Lenders in all respects, in their reasonable discretion, Borrowers covenant and agree that the value of all assets of Borrowers located on the Xxx Premises shall not at any time exceed $50,000.00.

Certain Matters Regarding Leases. (i1) Lenders hereby waive the requirements of Section 6.13 of this Agreement with respect to (i) the lease by i3-RS of office space located at 000 Xxxx 00xx Xx., Xxxx 000, Xxx Xxxx, Xxx Xxxx, (xx) the lease by CP-USDC of office space located at 0000 X. Xxxxxx Drive, Suite 105, Tulsa, Oklahoma, and (iii) the lease by i3 Verticals of office space located at 00 Xxxxxx Xxxxx Blvd., Suite 200, Nashville, Tennessee, so long as Borrowers vacate such space on or before April 1, 2015. (ii2) Lenders hereby agree that the time for delivering applicable landlord agreements pursuant to Section 6.13 of this Agreement is hereby extended to (i) on or before February 9, 2015, with respect to the lease by i3 Verticals of office space located at 0000 Xxxxxxxxxx Xxxxxxx, Xxxxxxx, XX 00000, and (ii) on or before the date of occupancy with respect to the lease by i3 Verticals of office space located at 00 Xxxxxx Xxxxx Blvd., Suite 415, Nashville, Tennessee. This First Amended and Restated . (3) Lenders hereby waive the requirements of Section 6.13 of the Loan Agreement is dated as of with respect to the date first written above. CCSD II, L.P. By: CCSD XX XX, LLCits General Partner By: /s/ R. Xxxxxx Xxxxxx Name: R. Xxxxxx Xxxxxx Title: Managing Partner CLARITAS CAPITAL SPECIALTY DEBT FUND, L.P. By: CCSD GP, LLCits General Partner By: /s/ R. Xxxxxx Xxxxxx Name: R. Xxxxxx Xxxxxx Title: Managing Partner XXXXXXX MEZZANINE PARTNERS III, L.P. By: HMP III GP, LLC,Its General Partner By: Xxxxxxx Mezzanine Partners III GP, LLC,its Sole Manager By: Xxxxxxx Mezzanine Manager III, Inc.,its Sole Manager By: /s/ Xxxx X. Xxxxxxxx Name: Xxxx X. Xxxxxxxx Title: VP CLARITAS CAPITAL SPECIALTY DEBT FUND, L.P. . By: CCSD GP, LLCits General Partner By: /s/ R. Xxxxxx Xxxxxx Name: R. Xxxxxx Xxxxxx Title: Managing Partner I3 VERTICALS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer i3 VERTICALS MANAGEMENT SERVICES, INC. By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-TOPS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-USDC, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-PS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-APS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer CP-DBS, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer lease by i3-RSPBS of office space located at 0000 X. Xxxxxxxxxxx Xxxxx, LLC By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Chief Financial Officer None. None. None. Trust One Payment ServicesXxxxxxxx Xxx, Inc. and Global Payments Direct, Inc. were sued by the FTC in contempt proceedings filed July 18, 2013 regarding their failure XX 00000. (4) Reference is made to honor an asset freeze relating to the reserve funds for two merchants, Ambrosia Website Design and Western GPS. In its Asset Purchase Agreement with Trust One Payment Services, Inc., dated December 24, 2012, CP-TOPS, LLC did not assume any of these liabilities (2.2(b)(ix) in the APA). At issue with the FTC are approximately $800,000 in merchant reserves which Global and the seller held and funded to cover customer chargebacks. In addition, the seller funded over $200,000 of additional chargebacks over the reserves. All chargeback funds went directly to customers. The seller settled with the FTC. None. 1. Amended and Restated Term Loan Agreement and Revolving Loan that Office Lease Agreement dated as of the date hereof January 19, 2011 (the “Senior Loan AgreementFairways Lease”) among Borrowersbetween Fairway and Domar Properties, certain lenders signatory theretoLLC for the premises located at 000 X. Xxx Street, and First BankSuite 500, as Administrative Agent for such lenders. Each Borrower has granted Alexandria, VA, 22314 (the “Xxx Premises”), which Lease contains the grant of a security interest which is not a Permitted Encumbrance. Collateral Agent and Lenders hereby consent to such security interest and waive any Defaults or Events of Default that exist or may arise on account of the granting or existence of such security interest. Borrowers obtained a landlord waiver from the landlord of the Xxx Premises, but such waiver is not in substantially form acceptable to Collateral Agent and Lenders in all its assets respects. Borrowers’ failure to secure each Borrower’s obligations obtain an acceptable landlord waiver shall not constitute a Default or Event of Default under the Senior Loan Credit Agreement; provided, however, that until Borrowers obtain a landlord waiver acceptable to Collateral Agent and Lenders in all respects, in their reasonable discretion, Borrowers covenant and agree that the value of all assets of Borrowers located on the Xxx Premises shall not at any time exceed $50,000.00.