TENDER AND SUPPORT AGREEMENTTender and Support Agreement • December 19th, 2014 • MF Merger Sub Corp. • Miscellaneous business credit institution • Massachusetts
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of December 13, 2014, is entered into by and among MF Parent LP, a Delaware limited partnership (“Parent”), MF Merger Sub Corp., a Massachusetts corporation and a direct wholly-owned subsidiary of Parent (“Purchaser”), and each of the persons set forth on Schedule A hereto (each, a “Stockholder”). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
CONTRIBUTION, NON-TENDER AND SUPPORT AGREEMENTContribution, Non-Tender and Support Agreement • December 19th, 2014 • MF Merger Sub Corp. • Miscellaneous business credit institution • Massachusetts
This Contribution, Non-Tender and Support Agreement (this “Agreement”), dated as of December 13, 2014, is entered into by and among MF Parent LP, a Delaware limited partnership (“Parent”), Richard F. Latour (“Mr. Latour”), James R. Jackson, Jr. (“Mr. Jackson”) and Steven J. LaCreta (“Mr. LaCreta” and, collectively with Mr. Latour and Mr. Jackson, the “Investors”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
BRIDGE LOAN AGREEMENT BETWEEN SANTANDER BANK, N.A., as Lender AND MF MERGER SUB CORP., as Borrower Dated: December 13, 2014Bridge Loan Agreement • December 19th, 2014 • MF Merger Sub Corp. • Miscellaneous business credit institution
THIS BRIDGE LOAN AGREEMENT is made as of December 13, 2014, by and between MF MERGER SUB CORP., a Massachusetts corporation having its chief executive office at 1345 Avenue of the Americas, Floor 46, New York, New York 10105 (“Merger Sub” or the “Borrower”), and SANTANDER BANK, N.A., having an office at 75 State Street, Boston, Massachusetts 02109 (the “Lender”).
