Heartland Payment Systems Inc Sample Contracts
EXHIBIT 10.30 CARR HOLDINGS LLC February 22, 2006 Mr. Thomas Sheridan c/o Heartland Payment Systems, Inc. 90 Nassau Street Princeton, New Jersey 08542 Re: Carr Holdings/Sheridan Option Dear Tom: Reference in this letter is made to the Sale and...Option Agreement • February 23rd, 2006 • Heartland Payment Systems Inc • Services-business services, nec • New York
Standard Contracts
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 8th, 2014 • Heartland Payment Systems Inc • Services-business services, nec • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 24, 2010 among HEARTLAND PAYMENT SYSTEMS, INC. a Delaware corporation The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC, and...Credit Agreement • December 1st, 2010 • Heartland Payment Systems Inc • Services-business services, nec • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 24, 2010, among HEARTLAND PAYMENT SYSTEMS, INC., a Delaware corporation, the LENDERS party hereto from time to time, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (this “Agreement”).
HEARTLAND PAYMENT SYSTEMS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • March 29th, 2005 • Heartland Payment Systems Inc • Services-business services, nec • Delaware
INDEMNIFICATION AGREEMENT (this “Agreement”) dated as of , 2005 by and between Heartland Payment Systems, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 30, 2008 among HEARTLAND PAYMENT SYSTEMS, INC. a Delaware corporation The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES INC., as Sole Bookrunner...Credit Agreement • July 10th, 2009 • Heartland Payment Systems Inc • Services-business services, nec • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 30, 2008, among HEARTLAND PAYMENT SYSTEMS, INC., a Delaware corporation, the LENDERS party hereto from time to time, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 30, 2008 among HEARTLAND PAYMENT SYSTEMS, INC. a Delaware corporation The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES INC., as Sole Bookrunner...Credit Agreement • June 4th, 2008 • Heartland Payment Systems Inc • Services-business services, nec • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 30, 2008, among HEARTLAND PAYMENT SYSTEMS, INC., a Delaware corporation, the LENDERS party hereto from time to time, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
COLLATERAL AGREEMENTCollateral Agreement • September 8th, 2014 • Heartland Payment Systems Inc • Services-business services, nec
This AMENDED AND RESTATED COLLATERAL AGREEMENT (this “Agreement”), is dated as of September 4, 2014 by and among HEARTLAND PAYMENT SYSTEMS, INC., a Delaware corporation (the “Borrower”), each of the Guarantors (as defined in the Credit Agreement referred to below) and identified on the signature pages hereto and any Additional Grantor (as defined below) who may become party to this Agreement (such Guarantors and Additional Grantors, collectively, with the Borrower, the “Grantors”), in favor of BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) for the ratable benefit of the Secured Parties (as defined below).
EMPLOYEE CONFIDENTIAL INFORMATION AND NONCOMPETITION AGREEMENTEmployee Confidential Information and Noncompetition Agreement • April 15th, 2011 • Heartland Payment Systems Inc • Services-business services, nec • New Jersey
This Employee Confidential Information and Noncompetition Agreement is made and entered into on this 11 day of April, 2011, by and between Maria Rueda, hereinafter “Employee,” and Heartland Payment Systems, Inc., a Delaware corporation (collectively with any and all current and future subsidiary and/or affiliate companies, the “Company”).
EMPLOYEE CONFIDENTIAL INFORMATION AND NONCOMPETITION AGREEMENTEmployee Confidential Information and Noncompetition Agreement • August 6th, 2012 • Heartland Payment Systems Inc • Services-business services, nec • New Jersey
This Employee Confidential Information and Noncompetition Agreement is made and entered into on this 9th day of July, 2012, by and between Ian Drysdale, hereinafter “Employee,” and Heartland Payment Systems, Inc., a Delaware corporation (collectively with any and all current and future subsidiary and/or affiliate companies, the “Company”).
INTERCREDITOR AGREEMENT dated as of October 23, 2013, among HEARTLAND PAYMENT SYSTEMS, INC., as the Borrower, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Sponsor, and BANK OF AMERICA, N.A., as Bank Group Administrative AgentIntercreditor Agreement • October 29th, 2013 • Heartland Payment Systems Inc • Services-business services, nec • New York
INTERCREDITOR AGREEMENT dated as of October 23, 2013 (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among HEARTLAND PAYMENT SYSTEMS, INC., a Delaware corporation (the “Borrower”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as the Sponsor (as defined below), and BANK OF AMERICA, N.A., as the Bank Group Administrative Agent (as defined below) for the Bank Group Lenders (as defined below).
ContractLease Agreement • August 10th, 2004 • Heartland Payment Systems Inc • Indiana
THIS AGREEMENT, entered into this 16th day of August, 2003, is made by and between Youngstown Properties, LLC, P.O. Box 128, Floyds Knobs, Indiana 47119, hereinafter referred to as “Lessor”, and Heartland Payment Systems, a Delaware corporation, having its offices located at 25115 Country Club Boulevard, North Olmsted, OH 44070, hereinafter referred to as “Lessee”.
LEASE AGREEMENT BY AND BETWEEN BANK OF AMERICA, N.A., AS LANDLORD AND HEARTLAND PAYMENT SYSTEMS, INC., AS TENANT PREMISES: Princeton, New JerseyLease Agreement • March 29th, 2005 • Heartland Payment Systems Inc • Services-business services, nec
This Office Lease Agreement (“Lease”) is entered into as of September , 2004 by and between Bank of America, N.A., a national banking association, with an address at (“Landlord”), and Heartland Payment Systems, Inc., a Delaware corporation, with an address at 47 Hulfish Street, Suite 400, Princeton, NJ 08542 (“Tenant”). Landlord and Tenant, each intending to be legally bound, hereby mutually covenant and agree as follows:
CREDIT AGREEMENT dated as of September 5, 2007 among HEARTLAND PAYMENT SYSTEMS, INC. a Delaware corporation The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES INC., as Sole Bookrunner and Sole Lead...Credit Agreement • September 10th, 2007 • Heartland Payment Systems Inc • Services-business services, nec • New York
CREDIT AGREEMENT dated as of September 5, 2007, among HEARTLAND PAYMENT SYSTEMS, INC., a Delaware corporation, the LENDERS party hereto from time to time, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
MERCHANT PROCESSING AGREEMENTMerchant Processing Agreement • March 29th, 2005 • Heartland Payment Systems Inc • Services-business services, nec • Ohio
This Merchant Processing Agreement, together with Schedules A and B attached hereto and incorporated herein (“Agreement”) is made and entered into this 1st day of, April, 2002 by and between KeyBank National Association, a national bank with its principal office located in Cleveland, Ohio (“KeyBank” ), and Heartland Payment Systems Inc. (“HPS”), a Delaware Corporation with its principal office located in Princeton, New Jersey.
HEARTLAND PAYMENT SYSTEMS, INC., a Delaware corporation, as mortgagor (Borrower) to JPMORGAN CHASE BANK, N.A., a national banking association, as mortgagee (the Administrative Agent) MORTGAGE AND SECURITY AGREEMENT Dated: January 20, 2011 PREPARED BY...Mortgage and Security Agreement • March 10th, 2011 • Heartland Payment Systems Inc • Services-business services, nec • New York
THIS MORTGAGE AND SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Security Instrument”) dated as of January 20, 2011, by HEARTLAND PAYMENT SYSTEMS, INC., a Delaware corporation, having an address at 90 Nassau Street, Princeton, NJ 08542, as mortgagor (the “Borrower”), for the benefit of JPMORGAN CHASE BANK, N.A., a national banking association, having an address at 700 North Pearl Street, Suite 705, Dallas, Texas 75201, in its capacity as administrative agent and mortgagee (in such capacity, together with its successors and assigns, the “Administrative Agent”) for the Lenders and the other Secured Parties defined in the Credit Agreement referred to below.
AGREEMENT AND PLAN OF MERGERMerger Agreement • August 10th, 2004 • Heartland Payment Systems Inc • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated September 29, 2000, made by and among Heartland Payment Systems, Inc., a Delaware corporation (the “Surviving Corporation”), Uhle and Associates, LLC, an Ohio limited liability company (the “Merged Company”; and together with Surviving Corporation, the “Constituent Companies”), and Martin J. Uhle, Mark K. Strippy, and Steven B. Gamary (collectively, the “Members”).
PROCESSING SERVICES AGREEMENT between VITAL PROCESSING SERVICES L.L.C. and HEARTLAND PAYMENT SYSTEMS, INC. dated APRIL 1, 2002Processing Services Agreement • June 28th, 2005 • Heartland Payment Systems Inc • Services-business services, nec • Arizona
THIS AGREEMENT (“Agreement”) is made and entered into this 1st day of April 2002 by and between VITAL PROCESSING SERVICES L.L.C. (“VITAL”), of Tempe, AZ, and HEARTLAND PAYMENT SYSTEMS, INC. (“HEARTLAND”), a Delaware Corporation, and supersedes and replaces any pre-existing agreement between the parties.
COMMITMENT INCREASE AGREEMENTCommitment Increase Agreement • February 24th, 2010 • Heartland Payment Systems Inc • Services-business services, nec • New York
THIS COMMITMENT INCREASE AGREEMENT (this “Agreement”) dated as of February 18, 2010, is being executed and delivered pursuant to the provisions of Section 2.08(d) of that certain Amended and Restated Credit Agreement (as the same has been, and may hereafter be, amended, restated and supplemented from time to time, the “Credit Agreement”) dated as of May 30, 2008, among Heartland Payment Systems, Inc., a Delaware corporation (the “Borrower”), the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, Swingline Lender and Issuing Bank (the “Administrative Agent”), by the existing Lender listed on the signature pages hereto (the “Consenting Lender”) and the Borrower, and accepted by the Administrative Agent. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement.
Merchant BIN and ICA Sponsorship and Services AgreementMerchant Bin and Ica Sponsorship and Services Agreement • February 20th, 2013 • Heartland Payment Systems Inc • Services-business services, nec • Delaware
This Merchant BIN and ICA Sponsorship and Services Agreement ("Agreement") is entered into by and between the following Parties as of the 23rd day of November, 2009 ("Execution Date"):
CONTINUING SUBSIDIARY GUARANTYContinuing Subsidiary Guaranty • September 8th, 2014 • Heartland Payment Systems Inc • Services-business services, nec
THIS AMENDED AND RESTATED CONTINUING SUBSIDIARY GUARANTY (as amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”), dated as of September 4, 2014, is made by certain Subsidiaries of the Borrower (as defined below) as identified on the signature pages hereto and any Additional Guarantor (as defined below) who may become a party to this Guaranty (such signatories and the Additional Guarantors, collectively, the “Guarantors” and individually, a “Guarantor”), in favor of BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the ratable benefit of itself and the other Secured Parties (as defined in the Credit Agreement).
MERCHANT FINANCIAL SERVICES AGREEMENT BY AND BETWEENMerchant Financial Services Agreement • May 7th, 2012 • Heartland Payment Systems Inc • Services-business services, nec • Delaware
This is a Merchant Financial Services Agreement (the “Agreement”) made and entered into on this __ day of February, 2012 (the “Effective Date”), by and between WELLS FARGO BANK, N.A., a national banking association (“WFB”) and HEARTLAND PAYMENT SYSTEMS, INC. (“Company”).
STOCKHOLDER AGREEMENTStockholder Agreement • July 31st, 2014 • Heartland Payment Systems Inc • Services-business services, nec • Kansas
THIS STOCKHOLDER AGREEMENT, dated as of July 29, 2014 (this “Agreement”), is entered into by and between Heartland Payment Systems, Inc., a Delaware corporation (“Acquiror”), and each of the individuals or entities listed on the signature pages hereto (each, a “Stockholder” and, together, the “Stockholders”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
REVOLVER ADVANCE AND PURPOSE AND ABILITY LINE OF CREDIT LOAN AGREEMENTRevolver Advance and Purpose and Ability Line of Credit Loan Agreement • August 10th, 2004 • Heartland Payment Systems Inc • Ohio
THIS AGREEMENT is made as of the 28th day of August, 2002, by and between the Borrower (as herein defined) and the Bank (as herein defined).
AGREEMENT OF SETTLEMENT AND RELEASESettlement Agreement • November 8th, 2010 • Heartland Payment Systems Inc • Services-business services, nec • Illinois
This Agreement of Settlement and Release (“Settlement/Release”), effective as of August 31, 2010 (“Effective Date”), is entered into by and between Heartland Payment Systems, Inc., a Delaware corporation (“HPS”), and DFS Services LLC, a Delaware corporation (“Discover”).
ContractLease Agreement • August 10th, 2004 • Heartland Payment Systems Inc • Indiana
THIS AGREEMENT, entered into this 30th day of April, 2002, is made by and between Youngstown Partners, L.P., P.O. Box 128, Floyds Knobs, Indiana 47119, hereinafter referred to as “Lessor”, and Heartland Payment Systems, a Delaware corporation, having its offices located at 343 West Bagley, Suite 400, Berea, Ohio 44017, hereinafter referred to as “Lessee”.
REGISTRATION RIGHTS AGREEMENT dated as of August 2, 2005 among HEARTLAND PAYMENT SYSTEMS, INC. THE SHAREHOLDERS NAMED IN PART I OF SCHEDULE 1.01 and THE INVESTORS NAMED IN PART II OF SCHEDULE 1.01Registration Rights Agreement • August 4th, 2005 • Heartland Payment Systems Inc • Services-business services, nec • New York
FIRST AMENDMENT TO UNCOMMITTED REVOLVING LINE OF CREDIT AGREEMENTUncommitted Revolving Line of Credit Agreement • July 23rd, 2013 • Heartland Payment Systems Inc • Services-business services, nec • New York
THIS FIRST AMENDMENT TO UNCOMMITTED REVOLVING LINE OF CREDIT AGREEMENT (this “Amendment”), dated as of July 22, 2013, is by and among HEARTLAND PAYMENT SYSTEMS, INC., a Delaware corporation (the “Customer”), the Guarantors party hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as lender (in such capacity, “Lender”) and as sponsor bank (in such capacity, “Sponsor Bank”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement (as defined below).
VOTING AGREEMENTVoting Agreement • March 29th, 2005 • Heartland Payment Systems Inc • Services-business services, nec • New York
AMENDMENT to THE ISDA® MASTER AGREEMENTIsda Master Agreement • October 29th, 2013 • Heartland Payment Systems Inc • Services-business services, nec • New York
THIS AMENDMENT, dated as of October 23, 2013 (the "Amendment"), between BANK OF AMERICA, N.A. (“Party A”) and HEARTLAND PAYMENT SYSTEMS, INC. ("Party B”).
AMENDMENT NO. 3 TO SETTLEMENT AGREEMENTSettlement Agreement • November 8th, 2010 • Heartland Payment Systems Inc • Services-business services, nec • New York
AMENDMENT NO. 3 dated as of August 6, 2010 (this “Amendment”), to the SETTLEMENT AGREEMENT dated as of May 19, 2010, as amended by amendments dated July 2, 2010 and July 13, 2010 (the “Settlement Agreement”), by and between MASTERCARD INTERNATIONAL INCORPORATED, a Delaware corporation (“MasterCard”), and HEARTLAND PAYMENT SYSTEMS, INC., a Delaware corporation (“HPS”). Terms defined in the Settlement Agreement and not otherwise defined herein are used herein as so defined. The Settlement Agreement as amended by this Amendment is herein called the “Amended Settlement Agreement.”
HEARTLAND PAYMENT SYSTEMS, INC. STOCK OPTION AGREEMENTStock Option Agreement • August 10th, 2004 • Heartland Payment Systems Inc • New York
This Stock Option Agreement (“Award Agreement”) is being entered into by the Optionee executing this Award Agreement below and the Company under and subject to the Company’s 2002 PEPShares Plan. Capitalized terms not defined herein shall have the meanings assigned to them in the Plan.
AGREEMENT AND PLAN OF MERGER BY AND AMONG HEARTLAND PAYMENT SYSTEMS, INC., TITAN MERGER SUB, INC., TOUCHNET INFORMATION SYSTEMS, INC. AND TNSR, LLC, AS THE REPRESENTATIVEMerger Agreement • July 31st, 2014 • Heartland Payment Systems Inc • Services-business services, nec • Kansas
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of July 29, 2014, by and among Heartland Payment Systems, Inc., a Delaware corporation (“Acquiror”); Titan Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Acquiror (“Merger Sub”); TouchNet Information Systems, Inc., a Kansas corporation (the “Company”); and TNSR, LLC, a Kansas limited liability company (the “Representative”).
BRIDGE LOAN AGREEMENT dated as of February 18, 2010 among HEARTLAND PAYMENT SYSTEMS, INC. a Delaware corporation The Bridge Lenders Party Hereto and KEYBANK NATIONAL ASSOCIATION, as Administrative Agent KEYBANK NATIONAL ASSOCIATION, as Sole Bookrunner...Bridge Loan Agreement • February 24th, 2010 • Heartland Payment Systems Inc • Services-business services, nec • New York
THIS BRIDGE LOAN AGREEMENT is made and entered into as of February 18, 2010 by and among HEARTLAND PAYMENT SYSTEMS, INC., a Delaware corporation, as the Borrower; the BRIDGE LENDERS party hereto from time to time; and KEYBANK NATIONAL ASSOCIATION, as the Administrative Agent.
PURPOSE AND ABILITY LINE OF CREDIT NOTELine of Credit Note • August 10th, 2004 • Heartland Payment Systems Inc
This Note is the Purpose and Ability Line of Credit Advance Note referred to in, and is entitled to the benefits of, the Revolver Advance and Purpose and Ability Line of Credit Loan Agreement by and between the Bank and the Borrower dated as of August 28, 2002, as the same may be hereafter amended, extended, restated, renewed and/or substituted, in whole or in part, from time to time (the “Loan Agreement”). This Note may be declared forthwith due and payable in the manner and with the effect provided in the Loan Agreement, which contains provisions for acceleration of the maturity hereof upon the happening of any Event of Default.
ContractLease Agreement • August 10th, 2004 • Heartland Payment Systems Inc • Indiana
THIS AGREEMENT, entered into this 14th day of February, 2002, is made by and between Youngstown Partners, L.P., P.O. Box 128, Floyds Knobs, Indiana 47119, hereinafter referred to as “Lessor”, and Heartland Payment Systems, a Delaware corporation, having its offices located at 343 West Bagley, Suite 400, Berea, Ohio 44017, hereinafter referred to as “Lessee”.
