REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 11th, 2011 • IPMT Transport, LLC • Services-business services, nec • New York
This REGISTRATION RIGHTS AGREEMENT, dated May 6, 2011 (this “Agreement”), is entered between iPayment Holdings, Inc., a Delaware corporation (the “Company”) and J.P. Morgan Securities LLC (the “Initial Purchaser”).
LIMITED LIABILITY COMPANY AGREEMENT OF iSCAN SOLUTIONS, LLCLimited Liability Company Agreement • October 11th, 2011 • IPMT Transport, LLC • Services-business services, nec • Delaware
This Limited Liability Company Agreement of iScan Solutions, LLC, effective as of March 20, 2008 (this “Agreement”), is entered into by iPayment, Inc., a Delaware corporation, as the sole member (the “Member”).
LIMITED LIABILITY COMPANY AGREEMENT OF MSC Acquisition Sub, LLCLimited Liability Company Agreement • October 11th, 2011 • IPMT Transport, LLC • Services-business services, nec • Delaware
This Limited Liability Company Agreement of MSC Acquisition Sub, LLC, effective as of March 27, 2008 (this “Agreement”), is entered into by iPayment, Inc., a Delaware corporation, as the sole member (the “Member”).
AMENDMENT TO AMENDED AND RESTATED SERVICE AGREEMENTService Agreement • October 11th, 2011 • IPMT Transport, LLC • Services-business services, nec
This Amendment to Amended and Restated Service Agreement (this “Amendment”) is made and entered into as of this 25 day of August, 2011 between First Data Merchant Services Corporation (“FDMS”) and iPayment, Inc. (“Customer”) and amends that certain Amended and Restated Service Agreement by and between FDMS and Customer dated December 27, 2004 (the “Service Agreement”). Except as supplemented or amended by this Amendment, the provisions of the Service Agreement shall continue in full force and effect, and if there shall be any conflict between the provisions of this Amendment and the Service Agreement, the terms of this Amendment shall control. Each capitalized term used but not defined herein shall have the meaning assigned in the Service Agreement.
LIMITED LIABILITY COMPANY AGREEMENT OF iADVANTAGE, LLCLimited Liability Company Agreement • October 11th, 2011 • IPMT Transport, LLC • Services-business services, nec • Delaware
This Limited Liability Company Agreement (the “Agreement”) of iADVANTAGE, LLC, a Delaware limited liability company (the “Company”), is made as of July 9, 2011, by iPAYMENT, INC., a Delaware corporation (the “Member”).
iPayment Holdings, Inc. and Wilmington Trust FSB, as Warrant Agent Warrant Agreement Dated as of May 6, 2011 Warrants to Purchase 125,000 Shares of Common StockWarrant Agreement • October 11th, 2011 • IPMT Transport, LLC • Services-business services, nec • New York
Re: iPayment Holdings, Inc. Warrants to acquire Common Stock of iPayment Holdings, Inc. (the “Warrants”) Issued under the Warrant Agreement (the “Agreement”) dated as of May 6, 2011 relating to the Warrants
AMENDMENT TO SERVICE AGREEMENTService Agreement • October 11th, 2011 • IPMT Transport, LLC • Services-business services, nec
This Amendment to Service Agreement (this “Amendment”) is made and entered into as of this day 25 of August 2011 between First Data Merchant Services Corporation (“FDMS”) and iPayment, Inc. (“Customer”) and amends that certain Service Agreement by and between FDMS and Customer dated July 1, 2002, as amended (the “Service Agreement”). Except as supplemented or amended by this Amendment, the provisions of the Service Agreement shall continue in full force and effect, and if there shall be any conflict between the provisions of this Amendment and the Service Agreement, the terms of this Amendment shall control. Each capitalized term used but not defined herein shall have the meaning assigned in the Service Agreement.
LIMITED LIABILITY COMPANY AGREEMENT OF IPMT TRANSPORT, LLCLimited Liability Company Agreement • October 11th, 2011 • IPMT Transport, LLC • Services-business services, nec • Delaware
This Limited Liability Company Agreement (the “Agreement”) of IPMT TRANSPORT, LLC, a Delaware limited liability company (the “Company”), is made as of July 9, 2011, by iPAYMENT, INC., a Delaware corporation (the “Member”).
OPERATING AGREEMENT OF iFUNDS CASH SOLUTIONS, LLCOperating Agreement • October 11th, 2011 • IPMT Transport, LLC • Services-business services, nec • Tennessee
WHEREAS, the sole Member has formed a limited liability company under the laws of the State of Nevada to conduct certain business as a member-managed limited liability company.
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • October 11th, 2011 • IPMT Transport, LLC • Services-business services, nec • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of October 7, 2011, among iAdvantage, LLC, a Delaware Limited Liability Company (“iAdvantage”), IPMT Transport, LLC, a Delaware Limited Liability Company (“IPMT” and, together with iAdvantage, the “Guaranteeing Subsidiaries,” and each, a “Guaranteeing Subsidiary”), each a subsidiary of iPayment, Inc., a Delaware corporation (the “Company”), the Company, the other Guarantors and Wilmington Trust, National Association (as successor to Wilmington Trust FSB), as trustee under the Indenture (the “Trustee”).
