Cardtronics USA, Inc. Sample Contracts

REGISTRATION RIGHTS AGREEMENT by and among CARDTRONICS, INC. CARDTRONICS GP, INC. CARDTRONICS LP, INC. CARDTRONICS, LP and Banc of America Securities LLC BNP Paribas Securities Corp. J.P. Morgan Securities Inc. Dated as of August 12, 2005
Registration Rights Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 12, 2005, by and among Cardtronics, Inc., a Delaware corporation (the “Company”), Cardtronics GP, Inc., Cardtronics LP, Inc., Cardtronics, LP, (collectively, the “Guarantors”), and Banc of America Securities LLC, BNP Paribas Securities Corp. and J.P. Morgan Securities, Inc. (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 9 1/4% Senior Subordinated Notes due 2013 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”

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DIRECTOR INDEMNIFICATION AGREEMENT
Director Indemnification Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec • Delaware

This Director Indemnification Agreement (the “Agreement”) is made and entered into as of the 10th day of February, 2005, by and between CARDTRONICS, INC., a Delaware corporation (the “Company,” which term shall include, where appropriate, any Entity (as hereinafter defined) controlled directly or indirectly by the Company and any successor to the Company), and ___(“Indemnitee”).

EMPLOYMENT AGREEMENT among CARDTRONICS, LP, CARDTRONICS, INC. and DREW SOINSKI July 12, 2005
Employment Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec • Texas

This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and among Cardtronics, LP, a Delaware limited partnership (the “Company”), Cardtronics, Inc., a Delaware corporation (“Cardtronics, Inc.”), and Drew Soinski, of 106 North Wilton Place, Los Angeles, California 90004 (the “Employee”), as of July 12, 2005. Cardtronics, Inc. joins in the execution of this Agreement for the sole purpose of evidencing its agreement to the provisions set forth in Sections 4.3(d), 6.1 and 8.14.

Operating Agreement—Delaware.
Operating Agreement • June 5th, 2015 • Cardtronics USA, Inc. • Services-business services, nec

This Operating Agreement (the “Agreement”) is made as of May 20, 2005 by and between the members of the Cardtronics Holdings, LLC (the “Company”) as follows:

RESTRICTED STOCK AGREEMENT (Jack M. Antonini)
Restricted Stock Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec • Texas

This Restricted Stock Agreement (this “Agreement”) is made as of the 4th day of February, 2004 (the “Execution Date”) by and between Cardtronics, Inc., a Delaware corporation (the “Company”), and Jack M. Antonini (“Employee”).

AMENDMENT NO. 2 TO CREDIT AGREEMENT
Credit Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec • New York

AMENDMENT NO. 2 TO CREDIT AGREEMENT dated as of August 5, 2005 (this “Amendment”) among (a) Cardtronics, Inc., a Delaware corporation (the “Borrower”), (b) Cardtronics, LP, a Delaware limited partnership, Cardtronics GP, Inc., a Delaware corporation, and Cardtronics LP, Inc., a Delaware corporation (collectively, the “Guarantors”), (c) the lenders party to the Credit Agreement referred to below (the “Lenders”), and (d) BNP Paribas, as administrative agent (the “Administrative Agent”) for the Lenders.

FIRST AMENDMENT TO RESTRICTED STOCK AGREEMENT (Jack M. Antonini)
Restricted Stock Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec

THIS FIRST AMENDMENT TO RESTRICTED STOCK AGREEMENT (“First Amendment”) is entered into by and between Cardtronics, Inc., a Delaware corporation (the “Company”), and Jack M. Antonini (“Employee”) as of March 1, 2004.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec

THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into by and between Cardtronics, LP, a Delaware limited partnership (the “Company”), Cardtronics, Inc. (the “Parent Company”), and Thomas E. Upton (the “Employee”) effective as of January 1, 2005.

THIRD AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT
First Lien Credit Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec • New York
BONUS AGREEMENT
Bonus Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec
FIRST AMENDMENT TO THE OPERATING AGREEMENT OF CARDTRONICS HOLDINGS, LLC
Operating Agreement • June 5th, 2015 • Cardtronics USA, Inc. • Services-business services, nec

THIS FIRST AMENDMENT (the “Amendment”) to the Operating Agreement, dated as of May 20, 2005 (the “Operating Agreement”) of Cardtronics Holdings, LLC, a Delaware limited liability company (the “Company”) is made and entered into this 18th day of February 2010 by Cardtronics, Inc., a Delaware corporation and the sole member of the Company (the “Member”).

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec

THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into by and between Cardtronics, LP, a Delaware limited partnership (the “Company”), Cardtronics, Inc., a Delaware corporation (the “Parent Company”), and Jack M. Antonini (the “Employee”) effective as of January 1, 2005.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec

THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into by and between Cardtronics, LP, a Delaware limited partnership (the “Company”), Cardtronics, Inc. (the “Parent Company”) and Chris Brewster (the “Employee”) effective as of January 1, 2005.

AMENDMENT NO. 3 TO CREDIT AGREEMENT
Credit Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec • New York

AMENDMENT NO. 3 TO CREDIT AGREEMENT dated as of November 17, 2005 (this “Amendment”) among (a) Cardtronics, Inc., a Delaware corporation (the “Borrower”), (b) Cardtronics, LP, a Delaware limited partnership, Cardtronics GP, Inc., a Delaware corporation, and Cardtronics LP, Inc., a Delaware corporation (collectively, the “Guarantors”), (c) the lenders party to the Credit Agreement referred to below (the “Lenders”), and (d) BNP Paribas, as administrative agent (the “Administrative Agent”) for the Lenders.

DATED 17 MAY 2005 AMENDED AND RESTATED SERVICE AGREEMENT
Service Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec • England
SECOND AMENDMENT TO RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec

THIS SECOND AMENDMENT TO RESTRICTED STOCK AGREEMENT (“Second Amendment”) is entered into by and between Cardtronics, Inc., a Delaware corporation (the “Company”), and Jack M. Antonini (the “Employee”) as of February 10, 2005.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec

THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into by and between Cardtronics, LP, a Delaware limited partnership (the “Company”), Cardtronics, Inc. (the “Parent Company”)and Michael Clinard (the “Employee”) effective as of January 1, 2005.

Agreement to Amend
Agreement to Amend • August 25th, 2006 • Cardtronics LP • Services-business services, nec

This Agreement to Amend is entered into by and between Cardtronics, LP (“Cardtronics”) and Bank of America (“Bank”) as of this 9th day of February, 2006.

AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • January 20th, 2006 • Cardtronics LP • Services-business services, nec • New York

AMENDMENT NO. 1 TO CREDIT AGREEMENT dated as of July 6, 2005 (this “Amendment”) among (a) Cardtronics, Inc., a Delaware corporation (the “Borrower”), (b) Cardtronics, LP, a Delaware limited partnership, Cardtronics GP, Inc., a Delaware corporation, and Cardtronics LP, Inc., a Delaware corporation (collectively, the “Guarantors”), (c) the lenders party to the Credit Agreement referred to below (the “Lenders”), and (d) BNP Paribas, as administrative agent (the "Administrative Agent”) for the Lenders.

LIMITED LIABILITY COMPANY AGREEMENT OF ATM NATIONAL, LLC A Delaware Limited Liability Company
Limited Liability Company • June 5th, 2015 • Cardtronics USA, Inc. • Services-business services, nec • Delaware

This Limited Liability Company Agreement (this “Agreement’) of ATM National, LLC (the “Company”), dated as of December 14, 2005, is adopted, executed and agreed to by Cardtronics, Inc. (the “Member”).

CARDTRONICS DR, LLC (A Delaware Limited Liability Company) LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • June 5th, 2015 • Cardtronics USA, Inc. • Services-business services, nec • Delaware

This Limited Liability Company Agreement (this “Agreement”) is made as of March 25, 2011, for the organization and operation of Cardtronics DR, LLC (the “Company”). The undersigned hereby declares as follows:

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