REGISTRATION RIGHTS AGREEMENT by and among EVERTEC, LLC, EVERTEC FINANCE CORP., Guarantors Listed on Schedule I hereto and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED as Representative of the Initial Purchasers Dated as of May 7, 2012Registration Rights Agreement • May 10th, 2012 • Evertec, LLC • Services-business services, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 7, 2012, by and among EVERTEC, LLC, a Puerto Rico limited liability company (the “Company”), EVERTEC Finance Corp., a Puerto Rico corporation (the “Co-Issuer”, and together with the Company, the “Issuers”), and the guarantors signatory hereto (collectively, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), as representative of the several initial purchasers (collectively, the “Initial Purchasers” named on schedule A to the Purchase Agreement), each of whom has agreed to purchase the Issuers’ 11 % Senior Notes due 2018 (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.”
ContractEmployment Agreement • August 14th, 2012 • Evertec, LLC • Services-business services, nec • Puerto Rico
This EMPLOYMENT AGREEMENT by and between EVERTEC, LLC, a Puerto Rico limited liability company (the “Company”), and Philip E. Steurer (“Executive”) (collectively, the “Parties”) is made as of this 1st day of August, 2012.
CARIB LATAM HOLDINGS, INC. AMENDED AND RESTATED STOCK OPTION AGREEMENTStock Option Agreement • August 14th, 2012 • Evertec, LLC • Services-business services, nec • Puerto Rico
THIS STOCK OPTION AGREEMENT, made as of this 1st day of August, 2012 (the “Date of Grant”), by and between Carib Latam Holdings, Inc. (the “Company”) and the grantee whose name appears on the signature page hereto (the “Participant”).
ContractSubscription Agreement • August 14th, 2012 • Evertec, LLC • Services-business services, nec • Puerto Rico
SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of August 1, 2012, is entered into between CARIB LATAM HOLDINGS, INC., a corporation organized under the laws of the Commonwealth of Puerto Rico (the “Company”) and INVESTOR, as set forth on the signature page to this Agreement (“Investor”).
CARIB LATAM HOLDINGS, INC. AMENDED AND RESTATED RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 18th, 2012 • EVERTEC, Inc. • Services-business services, nec • Puerto Rico
THIS AMENDED AND RESTATED RESTRICTED STOCK AGREEMENT (the “Agreement”), made as of this 17th day of April, 2012, to be effective as of the 22nd day of February, 2012 (the “Date of Grant”), by and between Carib Latam Holdings, Inc. (the “Company”) and Peter Harrington (the “Executive”).
CARIB LATAM HOLDINGS, INC. AMENDED AND RESTATED STOCK OPTION AGREEMENTStock Option Agreement • May 15th, 2012 • Evertec, LLC • Services-business services, nec • Puerto Rico
THIS AMENDED AND RESTATED STOCK OPTION AGREEMENT (the “Agreement”), made as of this 9th day of May, 2012, by and between Carib Latam Holdings, Inc. (the “Company”) and Nathaniel Lipman (the “Optionee”).
CARIB LATAM HOLDINGS, INC. AMENDED AND RESTATED STOCK OPTION AGREEMENTStock Option Agreement • May 15th, 2012 • Evertec, LLC • Services-business services, nec • Puerto Rico
THIS AMENDED AND RESTATED STOCK OPTION AGREEMENT (the “Agreement”), made as of this 9th day of May, 2012, by and between Carib Latam Holdings, Inc. (the “Company”) and Thomas M. White 2006 Trust (the “Optionee”).
CONFIDENTIAL MODIFICATION AGREEMENT AND GENERAL RELEASE APPEAR:Modification Agreement • May 15th, 2012 • Evertec, LLC • Services-business services, nec • Puerto Rico
AS PARTY OF THE FIRST PART: EVERTEC, Inc. (the “Company”) and Carib Holdings, Inc. (“Holdings”), each a corporation organized and existing under the laws of the Commonwealth of Puerto Rico.
AGREEMENTEmployment Agreement • August 15th, 2011 • EVERTEC, Inc. • Services-business services, nec • Puerto Rico
This AGREEMENT (“Agreement”) is entered into as of June 29, 2011, by and among EVERTEC, Inc. (the “Company”) and Carib Holdings, Inc. (“Holdings”), each a corporation organized and existing under the laws of the Commonwealth of Puerto Rico, Luis O. Abreu (“Executive”) of legal age, married with Ileana González under a separate community agreement or prenuptial agreement and resident of San Juan, Puerto Rico. Ileana González appears solely for the purposes of Section 10 of this Agreement.
SUPPLEMENTAL INDENTURE NO. 2Supplemental Indenture • May 10th, 2012 • Evertec, LLC • Services-business services, nec • New York
SUPPLEMENTAL INDENTURE No. 2 (this “Supplemental Indenture”), dated as of May 7, 2012 among EVERTEC, LLC, a Puerto Rico limited liability company (formerly known as EVERTEC, Inc, the “Issuer”), EVERTEC Finance Corp., a Puerto Rico corporation and Wholly-Owned Subsidiary of the Issuer (“Finance Corp” and, together with the Issuer, the “Co-Issuers”), the Guarantors (as defined in the Indenture (as defined below)) and Wilmington Trust, National Association (as successor by merger to Wilmington Trust FSB), as trustee under the Indenture referred to below (the “Trustee”).
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • May 10th, 2012 • Evertec, LLC • Services-business services, nec • New York
AMENDMENT NO. 2, dated as of May 9, 2012 (this “Amendment”), to the Credit Agreement, dated as of September 30, 2010, as amended prior to the date hereof (as further amended, amended and restated, modified or supplemented from time to time, the “Credit Agreement”), among EVERTEC, LLC (formerly EVERTEC, Inc.) (the “Borrower”), CARIB HOLDINGS, LLC (formerly, Carib Holdings, Inc.) (“Holdings”), the lenders from time to time party thereto (the “Lenders”) and BANK OF AMERICA, N.A., as administrative agent and collateral agent (in such capacity, the “Administrative Agent”), Swingline Lender and L/C Issuer. Terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement unless otherwise defined herein.
CARIB LATAM HOLDINGS, INC. AMENDED AND RESTATED STOCK OPTION AGREEMENTStock Option Agreement • May 15th, 2012 • Evertec, LLC • Services-business services, nec • Puerto Rico
THIS AMENDED AND RESTATED STOCK OPTION AGREEMENT, made as of this 9th day of May, 2012, by and between Carib Latam Holdings, Inc. (the “Company”) and Felix M. Villamil Pagani (the “Participant”).
INCREMENTAL ASSUMPTION AGREEMENTIncremental Assumption Agreement • May 10th, 2012 • Evertec, LLC • Services-business services, nec • New York
INCREMENTAL ASSUMPTION AGREEMENT, dated as of May 9, 2012 (this “Agreement”), by and among each person identified on the signature pages hereof as an Incremental Term Lender (each, an “Incremental Term Lender” and, collectively, the “Incremental Term Lenders”), EVERTEC, LLC. (formerly EVERTEC, INC.) (the “Borrower”), and Bank of America, N.A. (the “Administrative Agent”).
SUPPLEMENTAL INDENTURE NO. 3Supplemental Indenture • May 10th, 2012 • Evertec, LLC • Services-business services, nec • New York
SUPPLEMENTAL INDENTURE No. 3 (this “Supplemental Indenture”), dated as of May 7, 2012 among EVERTEC, LLC, a Puerto Rico limited liability company (formerly known as EVERTEC, Inc., the “Issuer”), EVERTEC Finance Corp., a Puerto Rico corporation and Wholly-Owned Subsidiary of the Issuer, as Co-Issuer (“Finance Corp” and, together with the Issuer, the “Co-Issuers”), the guarantors listed on the signature page hereto (the “Guarantors”) and Wilmington Trust, National Association (as successor by merger to Wilmington Trust FSB), as trustee under the Indenture referred to below (the “Trustee”).
CARIB LATAM HOLDINGS, INC. AMENDED AND RESTATED RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 18th, 2012 • EVERTEC, Inc. • Services-business services, nec • Puerto Rico
THIS AMENDED AND RESTATED RESTRICTED STOCK AGREEMENT (the “Agreement”), made as of this 17th day of April, 2012, to be effective as of the 11th day of February, 2011 (the “Date of Grant”), by and between Carib Latam Holdings, Inc. (the “Company”) and Felix M. Villamil Pagani (the “Executive”).
SUPPLEMENTAL INDENTURE NO. 1Supplemental Indenture • April 18th, 2012 • EVERTEC, Inc. • Services-business services, nec • New York
SUPPLEMENTAL INDENTURE No. 1 (this “Supplemental Indenture”), dated as of April 17, 2012 among EVERTEC, LLC, a Puerto Rico limited liability company (which prior to the Conversion (as defined below) was formerly known as EVERTEC, Inc, the “Issuer”), EVERTEC Finance Corp., a Puerto Rico corporation and Wholly-Owned Subsidiary of the Issuer (“Finance Corp”) and Wilmington Trust, National Association (as successor by merger to Wilmington Trust FSB), as trustee under the Indenture referred to below (the “Trustee”).
TAX PAYMENT AGREEMENT BY AND AMONG Carib Latam Holdings, Inc., Carib Holdings, LLC AND EVERTEC, LLCTax Payment Agreement • April 18th, 2012 • EVERTEC, Inc. • Services-business services, nec • Puerto Rico
This Agreement is dated as of April 17, 2012 by and among Carib Latam Holdings, Inc. (“Holdings”), a Puerto Rico corporation having its principal executive offices at Carretera 176, Km. 1.3, Cupey Bajo, San Juan, Puerto Rico 00926, Carib Holdings, LLC (“Carib”), a Puerto Rico limited liability company having its principal executive offices at Carretera 176, Km. 1.3, Cupey Bajo, San Juan, Puerto Rico 00926 and EVERTEC, LLC (“EVERTEC”), a Puerto Rico limited liability company having its principal executive offices at Carretera 176, Km. 1.3, Cupey Bajo, San Juan, Puerto Rico 00926.
