Corsair Capital LLC Sample Contracts

FIRST AMENDMENT TO STOCKHOLDERS’ AGREEMENT
Stockholders’ Agreement • December 7th, 2007 • Corsair Capital LLC • Finance lessors • Delaware

THIS FIRST AMENDMENT TO STOCKHOLDERS’ AGREEMENT, dated as of August 22, 2005 (this “Amendment”), is entered into in connection with that certain Stockholders’ Agreement dated as of June 18, 2004 (as amended, supplemented, restated or replaced from time to time, the “Stockholders’ Agreement”), by and among NewStar Financial, Inc. a Delaware corporation (formerly known as Novus Capital, Inc.) (“the “Company”) and the other signatories thereto. Capitalized terms used but not defined herein shall have the meanings provided in the Stockholders’ Agreement.

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VOTING AGREEMENT
Voting Agreement • December 7th, 2007 • Corsair Capital LLC • Finance lessors • New York

This Voting Agreement (this “Agreement”) dated as of November 12, 2007, is made by and between NewStar Financial, Inc., a Delaware corporation (the “Company”), and the undersigned stockholder of the Company (the “Stockholder”).

NEWSTAR FINANCIAL, INC. THIRD AMENDMENT TO STOCKHOLDERS AGREEMENT
Stockholders Agreement • December 7th, 2007 • Corsair Capital LLC • Finance lessors

THIS THIRD AMENDMENT (this “Amendment”), entered into as of December 12, 2006 to the STOCKHOLDERS AGREEMENT entered into as of June 18, 2004, by and among NEWSTAR FINANCIAL, INC. (f/k/a Novus Capital, Inc.), a Delaware corporation (the “Corporation”) and the securityholders of the Corporation signatory thereto, as amended by the First Amendment to the Stockholders Agreement, dated August 22, 2005, and the Second Amendment to the Stockholders Agreement, dated June 5, 2006 (collectively, the “Agreement”). Capitalized terms used herein without definition shall have the meanings assigned thereto in the Agreement.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 7th, 2007 • Corsair Capital LLC • Finance lessors

This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 12, 2007, by and among NewStar Financial, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each such purchaser, together with its affiliates, a “Holder” and collectively, the “Holders”).

INVESTMENT AGREEMENT
Investment Agreement • April 11th, 2011 • Corsair Capital LLC • State commercial banks • New York

INVESTMENT AGREEMENT, dated as of March 16, 2011 (this “Agreement”), by and between United Community Banks Inc., a Georgia corporation (the “Company”) and Corsair Georgia, L.P., a Delaware limited partnership (“Purchaser”).

Page ARTICLE 1 DEFINITIONS 1 SECTION 1.01. Definitions 1 ARTICLE 2 CORPORATE GOVERNANCE 9 SECTION 2.01. Composition of the Board 9 SECTION 2.02. Withdrawal and Removal 9 SECTION 2.03. Vacancies 10 SECTION 2.04. Charter or Bylaw Provisions 10 SECTION...
Stockholders' Agreement • December 7th, 2007 • Corsair Capital LLC • Finance lessors • Delaware

THIS STOCKHOLDERS’ AGREEMENT (this “Stockholders Agreement”) is entered into as of June 18, 2004, among Novus Capital, Inc., a Delaware corporation and successor by conversion of Novus Capital LLC, a Delaware limited liability company (the “Company”), and the securityholders listed on the signature pages hereto or who become a party to this Stockholders Agreement after the date hereof pursuant to the terms hereof (the “Stockholders”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 7th, 2007 • Corsair Capital LLC • Finance lessors • New York

This Securities Purchase Agreement is dated as of November 12, 2007, by and among NewStar Financial, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

NEWSTAR FINANCIAL, INC. SECOND AMENDMENT TO STOCKHOLDERS AGREEMENT
Stockholders Agreement • December 7th, 2007 • Corsair Capital LLC • Finance lessors

THIS SECOND AMENDMENT (this “Amendment”), entered into as of June 5, 2006 to the STOCKHOLDERS AGREEMENT entered into as of June 18, 2004, by and among NEWSTAR FINANCIAL, INC. (f/k/a Novus Capital, Inc.), a Delaware corporation (the “Corporation”) and the securityholders of the Corporation signatory thereto, as amended by the First Amendment to the Stockholders Agreement dated August 22, 2005 (collectively, the “Agreement”). Capitalized terms used herein without definition shall have the meanings assigned thereto in the Agreement.

JOINT FILING AGREEMENT
Joint Filing Agreement • January 22nd, 2008 • Corsair Capital LLC • Finance lessors
EXHIBIT A JOINT FILING AGREEMENT
Joint Filing Agreement • December 4th, 2009 • Corsair Capital LLC • State commercial banks

The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of East West Bancorp, Inc. dated as of December 4, 2009 is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT DATED AS OF MARCH 30, 2011
Limited Partnership Agreement • April 11th, 2011 • Corsair Capital LLC • State commercial banks • Delaware

THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (this “Agreement”) of Corsair Georgia, L.P., a Delaware limited partnership (the “Partnership”), is made as of this 30th day of March, 2011, by and among Corsair IV Management GP, Ltd., a Cayman Islands limited company, as general partner, D.T. Ignacio Jayanti, as initial limited partner (the “Initial Limited Partner”), and the Limited Partners of the Partnership.

NEWSTAR FINANCIAL, INC. FOURTH AMENDMENT TO STOCKHOLDERS AGREEMENT
Stockholders Agreement • December 7th, 2007 • Corsair Capital LLC • Finance lessors

THIS FOURTH AMENDMENT (this “Amendment”), entered into as of March 26, 2007 to the STOCKHOLDERS AGREEMENT entered into as of June 18, 2004, by and among NEWSTAR FINANCIAL, INC. (f/k/a Novus Capital, Inc.), a Delaware corporation (the “Corporation”) and the securityholders of the Corporation signatory thereto, as amended by the First Amendment to the Stockholders Agreement, dated August 22, 2005, the Second Amendment to the Stockholders Agreement, dated June 5, 2006 and the Third Amendment to the Stockholders Agreement, dated December 12, 2006 (collectively, the “Agreement”). Capitalized terms used herein without definition shall have the meanings assigned thereto in the Agreement.

Letterhead of United Community Banks, Inc.]
Investment Agreement • February 9th, 2015 • Corsair Capital LLC • State commercial banks • Georgia

Reference is made to that certain Investment Agreement, dated as of March 16, 2011, as amended (the “Investment Agreement”), by and between United Community Banks, Inc., a Georgia corporation (the “Company”), and Corsair Georgia, L.P., a Delaware limited partnership (“Purchaser”), relating to Purchaser’s investment in the Company. This letter agreement is being delivered in connection with the transfer of 1,795,271 Purchaser Non-Voting Shares (the “LP Shares”) and 836,307 shares of Voting Common Stock (the “LP Voting Shares”) by Purchaser to Crescent Holding GmbH, a limited partner of Purchaser (“Crescent Holding”). Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in the Investment Agreement.

JOINT FILING AGREEMENT
Joint Filing Agreement • November 9th, 2016 • Corsair Capital LLC • Finance lessors

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.01 par value per share, of NewStar Financial, Inc., a Delaware corporation, and further agrees that this Joint Filing Agreement be included as an exhibit to such filings provided that, as contemplated by Section 13d-1(k)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Joint Filing Agreement may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.

JOINT FILING AGREEMENT
Joint Filing Agreement • December 7th, 2007 • Corsair Capital LLC • Finance lessors

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.01 par value per share, of NewStar Financial, Inc., a Delaware corporation, and further agrees that this Joint Filing Agreement be included as an exhibit to such filings provided that, as contemplated by Section 13d-1(k)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Joint Filing Agreement may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.

JOINT FILING AGREEMENT
Joint Filing Agreement • April 11th, 2011 • Corsair Capital LLC • State commercial banks

By this Agreement, the undersigned agree that this Statement on Schedule 13D being filed on or about this date, and any subsequent amendments thereto filed by any of us, with respect to the Common Stock, par value $1.00 per share of United Community Banks, Inc. is being filed on behalf of each of us.

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