REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 28th, 2006 • Peoples Choice Financial Corp • New York
This Agreement is made pursuant to the Purchase/Placement Agreement (the “Purchase/Placement Agreement”), dated as of December 21, 2004, by and among the Company, People’s Choice Home Loan, Inc., a Wyoming corporation (“PCHLI”), and People’s Choice Funding, Inc., a Delaware corporation, 1-2-3 Mortgage and FBR. In order to induce the investors who are purchasing the Common Stock in the Private Placement to purchase such Common Stock and FBR to enter into the Purchase/Placement Agreement, the Company has agreed to provide the registration rights provided for in this Agreement to FBR, the Participants, each of Original Holders, each of the Management Holders, Lehman and their respective direct and indirect transferees. The execution and delivery of this Agreement is a condition to the closing of the transactions contemplated by the Purchase/Placement Agreement.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • June 28th, 2006 • Peoples Choice Financial Corp • Maryland
THIS INDEMNIFICATION AGREEMENT is made and entered into this day of , 200 (“Agreement”), by and between People’s Choice Financial Corporation, a Maryland corporation (the “Company”), and (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2006 • Peoples Choice Financial Corp • California
AGREEMENT made this 21st day of December, 2004, between People’s Choice Financial Corporation, a Maryland corporation (the “Company”), and Neil B. Kornswiet (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2006 • Peoples Choice Financial Corp • California
AGREEMENT made as of the 1st day of May 2005, between People’s Choice Financial Corporation, a Maryland corporation (the “Company”), and Irwin Gubman (the “Executive”).
LOCK-UP AGREEMENT December , 2004Lock-Up Agreement • June 28th, 2006 • Peoples Choice Financial Corp • New York
AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • June 28th, 2006 • Peoples Choice Financial Corp • New York
AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of December 28, 2004, among PEOPLE’S CHOICE FINANCIAL CORPORATION, a Maryland corporation (the “Company”), PEOPLE’S CHOICE HOME LOAN, INC., a Wyoming corporation (“PCHLI”), LEHMAN COMMERCIAL PAPER INC. (“Buyer” together with its respective successors and assigns, being a “Tag-Along Investors” and, collectively, the “Tag-Along Investors”), Neil Kornswiet (together with his respective Related Parties, collectively, the “Principals”). In this Agreement, a “Related Party” shall include, with respect to any Principal, (A) any spouse or immediate family member (in the case of an individual) of such Principal, or (B) a trust, corporation, partnership or other entity, the beneficiaries, stockholders, partners or persons beneficially holding an 80% or more controlling interest of which consist of such Principal and/or such other persons referred to in the immediately preceding clause (A); provided, however, for purposes of
EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2006 • Peoples Choice Financial Corp
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 8th day of November 2005 by and between People’s Choice Home Loan, Inc., a Wyoming corporation (“PC”), and Kathleen Lipps (“Employee”), whose address is 80 Old Tappan Road, Old Tappan, New Jersey 07675.
AGREEMENT AND PLAN OF MERGERWarrant Agreement • June 28th, 2006 • Peoples Choice Financial Corp • New York
THIS AGREEMENT AND PLAN OF MERGER, dated as of December 28, 2004 (this “Agreement”), is entered into by and among People’s Choice Home Loan, Inc., a Wyoming corporation (“PCHLI”), People’s Choice Merger Sub, Inc., a Wyoming Corporation (“Merger Sub”), People’s Choice Financial Corporation, a Maryland corporation (“PCFC”), and 1-2-3 Mortgage, LLC, a Wyoming limited liability company (“1-2-3 Mortgage”).
