EXHIBIT 4.4 TRUST AGREEMENTTrust Agreement • June 10th, 2002 • Triad Financial Corp • Asset-backed securities • Delaware
EXHIBIT 10.8 STOCKHOLDERS AGREEMENT THIS STOCKHOLDERS AGREEMENT (this "Agreement") is made as of April 29, 2005 by and among (i) Triad Holdings Inc., a Delaware corporation (the "Company"), (ii) Triad Holdings, LLC, a Delaware limited liability...Stockholders Agreement • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • Delaware
EXHIBIT 1.1 TRIAD ACQUISITION CORP. TO BE MERGED WITH AND INTO TRIAD FINANCIAL CORPORATION 11 1/8% SENIOR NOTES DUE 2013 PURCHASE AGREEMENTPurchase Agreement • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • New York
BETWEENLoan and Security Agreement • October 12th, 2005 • Triad Financial Corp • Asset-backed securities • Michigan
EXHIBIT 4.3 SALE AND SERVICING AGREEMENTSale and Servicing Agreement • June 10th, 2002 • Triad Financial Corp • Asset-backed securities • New York
EXHIBIT 10.7 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made as of April 29, 2005, by and among (i) Triad Holdings Inc., a Delaware corporation (the "Company"), (ii) GS Capital Partners 2000, L.P., a...Registration Rights Agreement • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • New York
EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into by and between Triad Financial Corporation, a California corporation (the "Company"), having a business address at 7711 Center Avenue, Suite 100,...Employment Agreement • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • California
ARTICLE I ASSUMPTION BY SUCCESSOR COMPANYSupplemental Indenture • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • New York
EXHIBIT 1.1 TRIAD AUTO RECEIVABLES TRUST 20__-_ Class A ___% Asset Backed Notes UNDERWRITING AGREEMENT [Name of underwriter], As Representative of the Underwriters _____________________________ ______________, _____________Underwriting Agreement • June 10th, 2002 • Triad Financial Corp • Asset-backed securities • New York
EXHIBIT 10.2 MANAGEMENT AGREEMENT THIS MANAGEMENT AGREEMENT (this "Agreement") is made as of April 29, 2005, by and among Triad Holdings, LLC, a Delaware limited liability company (the "LLC"), Triad Holdings Inc., a Delaware corporation and wholly...Management Agreement • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • New York
RELATING TOPooling and Servicing Agreement • February 12th, 1999 • Triad Financial Corp • Asset-backed securities • New York
EXHIBIT 4.3 TRIAD ACQUISITION CORP. to be merged with and into TRIAD FINANCIAL CORPORATION 11.125% SENIOR NOTES DUE 2013 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTExchange and Registration Rights Agreement • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • New York
JOINDER AGREEMENT with respect to PURCHASE AGREEMENT and REGISTRATION RIGHTS AGREEMENT forJoinder Agreement • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • New York
EXHIBIT 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into by and between Triad Financial Corporation, a California corporation (the "Company"), with offices at 5201 Rufe Snow Drive, North Richland Hills,...Employment Agreement • March 31st, 2006 • Triad Financial Corp • Finance services • Texas
EXHIBIT 10.9 TRIAD HOLDINGS, LLC LIMITED LIABILITY COMPANY AGREEMENT Dated as of April 29, 2005 THE INTERESTS REPRESENTED BY THIS LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED...Limited Liability Company Agreement • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • Delaware
EXHIBIT 10.1 PURCHASE AGREEMENTPurchase Agreement • June 10th, 2002 • Triad Financial Corp • Asset-backed securities • New York
RELATING TOPooling and Servicing Agreement • June 10th, 2002 • Triad Financial Corp • Asset-backed securities • New York
Exhibit 10.1 FORM OF RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • February 12th, 1999 • Triad Financial Corp • Asset-backed securities • New York
EXHIBIT 2.1 CONFIDENTIAL TREATMENT REQUESTED STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • Delaware
EMPLOYMENT AGREEMENTEmployment Agreement • March 28th, 2008 • Triad Financial Corp • Finance services • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into by and between Triad Financial Corporation, a California corporation (the “Company”), with offices at 5201 Rufe Snow Drive, North Richland Hills, Texas, and David A. Satterfield, (the “Executive”), 5201 Rufe Snow Drive, North Richland Hills, Texas, 76180.
EXHIBIT 10.3 WAREHOUSE LENDING AGREEMENT DATED AS OF APRIL 29, 2005Warehouse Lending Agreement • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • New York
AND GOLDMAN SACHS MORTGAGE COMPANY, AS LENDERMaster Residual Loan Agreement • July 12th, 2005 • Triad Financial Corp • Asset-backed securities • New York
May 6, 2008 Citigroup Global Markets Realty Corp. 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen:Master Residual Loan Agreement • August 14th, 2008 • Triad Financial Corp • Finance services
The Borrower has submitted one or more Borrowing Requests on or after April 30, 2008 but prior to the date of this letter (the “Prior Borrowing Requests”) pursuant to that certain Master Residual Loan Agreement, dated as of April 29, 2005 (the “Residual Loan Agreement”), among Triad Financial Residual Special Purpose LLC, a Delaware limited liability company (the “Borrower”), JPMorgan Chase Bank, National Association, a national banking association (the “Collection Account Bank”), and Citigroup Global Markets Realty Corp., a New York corporation (the “Lender”). Capitalized terms used herein and not defined herein shall have the meanings set forth in the Residual Loan Agreement.
CONSULTING AGREEMENTConsulting Agreement • November 9th, 2007 • Triad Financial Corp • Finance services • Texas
THIS CONSULTING AGREEMENT is made this 31st day of July, 2007 by and between TRIAD FINANCIAL CORPORATION, a California corporation (the “Company”), and CARL B. WEBB (“Consultant”).
ASSIGNMENT AND ACCEPTANCEAssignment and Acceptance • March 31st, 2009 • Triad Financial Sm LLC • Finance services
This Assignment and Acceptance (the “Assignment and Acceptance”) is dated as of the Effective Date set forth below and is entered into by and between Hunter’s Glen/Ford Ltd. (the “Assignor”) and GTCR Fund VIII, L.P., Fund VIII/B Triad Splitter, L.P. and GTCR Co-Invest II, L.P. (collectively, the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Secured Promissory Note identified below (as may be amended from time to time, the “Promissory Note”), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex I attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Acceptance as if set forth herein in full.
Joinder Agreement with respect to Registration Rights Agreement for Triad Financial Corporation $150,000,000 111/8% Senior Notes due 2013Joinder Agreement • March 31st, 2009 • Triad Financial Sm LLC • Finance services • New York
This Joinder Agreement (this “Joinder Agreement”) to that certain exchange and registration rights agreement (the “Registration Rights Agreement”), dated as of April 29, 2005 (the “Initial Closing Date”), among Triad Acquisition Corp., a Delaware corporation (the “Issuer”), and Goldman, Sachs & Co. and Citigroup Global Markets, Inc. as representatives of the several Purchasers named in Schedule I thereto (together, the “Purchasers”), is made and entered into by Triad Financial SM LLC, a Delaware limited liability company (“SM LLC”) and Triad Financial SM Inc., a Delaware corporation and wholly-owned subsidiary of SM LLC (“SM Inc.”). Unless otherwise defined herein, capitalized terms used but not defined herein shall have the respective meanings given them in the that certain purchase agreement, dated as of April 27, 2005 (the “Purchase Agreement”), among the Issuer and the Purchasers.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TRIAD FINANCIAL SM LLCLimited Liability Company Agreement • March 31st, 2009 • Triad Financial Sm LLC • Finance services • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Triad Financial SM LLC (the “Company”), dated as of December 31, 2008, by Triad Financial Holdings LLC, as the sole member of the Company (the “Member”). Capitalized terms used but not otherwise defined herein are defined in Article X hereof.
JOINDER TO MANAGEMENT AGREEMENTJoinder to Management Agreement • March 31st, 2009 • Triad Financial Sm LLC • Finance services
Joinder to Management Agreement (this “Joinder”), dated as of December 31, 2008, by and among Triad Financial Holdings LLC (“TFHLLC”), Triad Financial SM LLC (“TFSMLLC”) and Diamond A Administration LLC (“Diamond A”), as successor to Hunter’s Glen/Ford Ltd. (“HGF”) TFHLLC and TFSMLLC each hereby agree to become a party to, and be bound by that certain Management Agreement, by and among Triad Financial Corporation (“TFC”), Triad Holdings Inc. (“THI”), Triad Holdings, LLC (“THLLC”), Diamond A, as successor to HGF, and the other parties thereto, dated as of April 29, 2005 (the “Management Agreement”), as such agreement may be amended from time to time (with TFHLLC becoming the “LLC” under the Management Agreement and with TFSMLLC becoming the “Company” under the Management Agreement), and TFHLLC and TFSMLLC becoming jointly and severally liable for all obligations and liabilities of TFC, THI and THLLC under the Management Agreement.
THIRD SUPPLEMENTAL INDENTURE TO THE INDENTURE TRIAD FINANCIAL SM LLC, TRIAD FINANCIAL SM, INC., as Co-Issuers AND THE BANK OF NEW YORK MELLON as Trustee SUPPLEMENTAL INDENTURE Dated as of March 27, 2009 to Indenture Dated as of April 29, 2005Third Supplemental Indenture • March 31st, 2009 • Triad Financial Sm LLC • Finance services • New York
THIS THIRD SUPPLEMENTAL INDENTURE, dated as of March 27, 2009 (this “Supplemental Indenture”), is by and among Triad Financial SM LLC, a Delaware limited liability company (“SM LLC”), and Triad Financial SM Inc., a Delaware corporation (“SM Inc.,” and together with SM LLC, collectively, the “Issuer”), and The Bank of New York Mellon, as trustee (the “Trustee”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of June 17, 2008Limited Liability Company Agreement • August 14th, 2008 • Triad Financial Corp • Finance services • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT, dated as of June 17, 2008, is entered into by and among Triad Holdings, LLC (the “LLC”) and the Unitholders, and is an amendment and restatement of the Limited Liability Company Agreement, dated as of April 29, 2005, by and among the LLC and the Unitholders (as amended by that Amendment No.1 dated as of May 14, 2008, the “Original Agreement”).
Triad Automobile Receivables Warehouse Trust 5201 Rufe Snow Drive North Richland Hills, Texas 76180 May 30, 2008Warehouse Lending Agreement • August 14th, 2008 • Triad Financial Corp • Finance services • New York
Reference is made to the Warehouse Lending Agreement (the “Warehouse Lending Agreement”) dated as of January 10, 2008 among Triad Automobile Receivables Warehouse Trust as Borrower, Triad Financial Warehouse Special Purpose LLC as Seller, Triad Financial Corporation as Originator and Servicer, The Bank of New York as Collection Account Bank, Sheffield Receivables Corporation as Class A Lender, Barclays Bank PLC as Class B Lender and Barclays Bank PLC as Agent. Capitalized terms used herein and not otherwise defined shall have the meanings specified therefor in the Warehouse Lending Agreement.
TERMINATION AGREEMENTTermination Agreement • August 14th, 2008 • Triad Financial Corp • Finance services
This TERMINATION AGREEMENT (this “Agreement”), dated as of June 20, 2008, is entered into by and among CITIGROUP GLOBAL MARKETS REALTY CORP., a New York corporation (“CGMRC”), TRIAD AUTOMOBILE RECEIVABLES WAREHOUSE TRUST, a Delaware statutory trust (“Warehouse Borrower”), TRIAD FINANCIAL RESIDUAL SPECIAL PURPOSE LLC, a Delaware limited liability company (“Residual Borrower”), TRIAD FINANCIAL WAREHOUSE SPECIAL PURPOSE LLC, a Delaware limited liability company (“Seller”), TRIAD FINANCIAL CORPORATION, a California corporation (“TFC”), THE BANK OF NEW YORK, as successor to JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a New York banking corporation (“Collection Account Bank”), and SYSTEMS & SERVICES TECHNOLOGIES, INC., a Delaware corporation (“Backup Servicer”).
TRIAD FINANCIAL HOLDINGS LLC LIMITED LIABILITY COMPANY AGREEMENT Dated as of December 30, 2008Limited Liability Company Agreement • March 31st, 2009 • Triad Financial Sm LLC • Finance services • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT, dated as of December 30, 2008, is entered into by and among Triad Financial Holdings LLC (the “LLC”) and the Unitholders.
EXHIBIT 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 16th, 2005 • Triad Financial Corp • Asset-backed securities • Delaware
Carl B. Webb Compensation ArrangementCompensation Arrangement • November 4th, 2005 • Triad Financial Corp • Asset-backed securities
On October 24, 2005, the Compensation Committee of Triad Financial Corporation (the “Company”) agreed to compensate Mr. Carl B. Webb for his work as interim President and Chief Executive Officer of the Company. Mr. Webb assumed this role in August 2005 and will be paid a monthly salary of approximately $41,666. Mr. Webb will be employed on an “at will” basis and there is no written employment agreement.
