EVO TRANSPORTATION & ENERGY SERVICES, INC. WARRANT EXCHANGE AGREEMENT INCLUDING INVESTMENT REPRESENTATIONSWarrant Exchange Agreement • January 25th, 2021 • Antara Capital LP • Retail-auto dealers & gasoline stations • Delaware
THIS WARRANT EXCHANGE AGREEMENT (this “Agreement”), dated and made effective as of December 31, 2020, is entered into by and between the undersigned, Antara Capital Master Fund LP (the “Investor”), and EVO Transportation & Energy Services, Inc., a Delaware corporation (the “Company”).
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2023 • Antara Capital LP • Services-computer processing & data preparation
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing of Antara Capital LP, Antara Capital GP LLC and Himanshu Gulati, on behalf of each of them of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of SciPlay Corporation, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
AMENDED AND RESTATED SENIOR SECURED LOAN AND EXECUTIVE LOAN AGREEMENTSenior Secured Loan and Executive Loan Agreement • December 28th, 2022 • Antara Capital LP • Retail-auto dealers & gasoline stations
This Loan Agreement amends and restates in its entirety that certain Senior Secured Loan and Executive Loan Agreement by and among the Loan Parties, Antara Lender and Executive Lenders dated as of March 11, 2022, as amended by the Loan Extension Agreement dated May 31, 2022; the Second Loan Extension Agreement dated June 30, 2022; the Third Loan Extension Agreement dated July 8, 2022; the Fourth Loan Extension Agreement dated July 15, 2022; the Fifth Loan Extension Agreement dated August 12, 2022, and the Sixth Loan Extension Agreement dated September 8, 2022 (the “Original Loan Agreement”), with the exception of the Schedules to the Original Loan Agreement which have been updated from time to time and have been made available to and continue to remain available to Antara Lender. Any references in this agreement to Schedules II, III, IV, V, VI, VII, VIII, IX and X shall be deemed to reflect such updated additional information that has been made available to Antara Lender.
FORBEARANCE AGREEMENT AND INCREMENTAL AMENDMENT TO FINANCING AGREEMENTFinancing Agreement • March 2nd, 2020 • Antara Capital LP • Retail-auto dealers & gasoline stations • New York
This FORBEARANCE AGREEMENT AND INCREMENTAL AMENDMENT TO FINANCING AGREEMENT (together with each exhibit, schedule and/or attachment hereto, this “Agreement”) dated as of February 27, 2020, is entered into by and among EVO TRANSPORTATION & ENERGY SERVICES, INC., a Delaware corporation (“Borrower”), and all Subsidiaries of Borrower, as Guarantors, the Required Lenders under the Existing Financing Agreement that are party hereto, the Incremental Term Lenders party hereto and CORTLAND CAPITAL MARKET SERVICES LLC and its successors to serve as administrative agent and collateral agent under the Loan Documents (in such capacities, the “Administrative Agent” and the “Collateral Agent,” as applicable, and from time to time referred to herein without differentiation as an “Agent”).
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2023 • Antara Capital LP • Retail-auto dealers & gasoline stations
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing of Antara Capital LP, Antara Capital GP LLC and Himanshu Gulati, on behalf of each of them of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Vroom, Inc., and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
JOINT FILING AGREEMENTJoint Filing Agreement • October 21st, 2019 • Antara Capital LP • Retail-auto dealers & gasoline stations
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument.
SECURITIES PURCHASE AGREEMENT BY AND AMONG EVO TRANSPORTATION & ENERGY SERVICES, INC., EVO HOLDING COMPANY, LLC and ANTARA CAPITAL MASTER FUND LP Dated September 8, 2022Securities Purchase Agreement • September 9th, 2022 • Antara Capital LP • Retail-auto dealers & gasoline stations • Delaware
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated September 8, 2022, by and among (i) ANTARA CAPITAL MASTER FUND LP, a Cayman Islands exempted limited partnership (“Buyer”), (ii) EVO TRANSPORTATION & ENERGY SERVICES, INC., a Delaware corporation (the “Company”) and (iii) EVO HOLDING COMPANY, LLC, a Delaware limited liability company (“Subsidiary HoldCo”).
MASTER ASSIGNMENT AND ASSUMPTIONMaster Assignment and Assumption • December 28th, 2022 • Antara Capital LP • Retail-auto dealers & gasoline stations
This Master Assignment and Assumption (the “Assignment and Assumption”) is dated as of the Effective Date set forth in item 5 below and is entered into by and between the Assignor identified in item 1 below (the “Assignor”) and each Assignee identified in item 2 below (collectively, the “Assignees” and each an “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Original Loan Agreement identified in item 3 below (the “Original Loan Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Additional Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full.
LETTER AGREEMENTLetter Agreement • September 27th, 2019 • Antara Capital LP • Retail-auto dealers & gasoline stations • New York
Reference is made to that certain Financing Agreement, dated as of the date hereof, by and among, Antara, EVO, Cortland Capital Market Services LLC, as administrative agent and collateral agent, and the banks, financial institutions and other entities from time to time party thereto (the “Financing Agreement”).
SENIOR SECURED LOAN AND EXECUTIVE LOAN AGREEMENTSenior Secured Loan and Executive Loan Agreement • March 16th, 2022 • Antara Capital LP • Retail-auto dealers & gasoline stations • New York
FOR VALUE RECEIVED, on the earlier of (i) demand by the Lender on any day prior to the Collateral Pledge Effective Date and (ii) May 31, 2022 (the earlier of such dates, the “Maturity Date”), EVO TRANSPORTATION & ENERGY SERVICES, INC., a Delaware corporation having its principal office at 2075 West Pinnacle Peak Rd., Suite 130, Phoenix AZ 85027 (“Borrower”), and each subsidiary of Borrower listed on the signature pages hereto or that after the date hereof delivers such a signature page (each a “Guarantor”, collectively, the “Guarantors” and, together with Borrower, the “Loan Parties” and each a “Loan Party”) hereby promise to pay pursuant to this Loan Agreement (the “Loan Agreement”) to the order of ANTARA CAPITAL MASTER FUND LP and/or one or more managed funds or accounts (the “Lender”), the initial principal sum of Nine Million Dollars ($9,000,000) (plus the principal balance of any outstanding Additional Loan (as defined below)), together with interest on the unpaid principal balanc
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)Joint Filing Agreement • July 3rd, 2023 • Antara Capital LP • Motor vehicles & passenger car bodies
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing of Antara Capital LP, Antara Capital GP LLC and Himanshu Gulati, on behalf of each of them of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Arrival, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 3rd, 2020 • Antara Capital LP • Calculating & accounting machines (no electronic computers) • New York
This AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into on January 31, 2020 and is effective as of the 31st day of December 2019 by and between USA Technologies, Inc., a Pennsylvania corporation (the “Company”), and Antara Capital Master Fund LP, a Cayman Islands exempted limited partnership (the “Investor”).
JOINT FILING AGREEMENTJoint Filing Agreement • October 16th, 2019 • Antara Capital LP • Calculating & accounting machines (no electronic computers)
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument.
SECOND LOAN EXTENSION AGREEMENTSecond Loan Extension Agreement • July 1st, 2022 • Antara Capital LP • Retail-auto dealers & gasoline stations
This SECOND LOAN EXTENSION AGREEMENT (this “Agreement”) is made as of June 30, 2022, by and among (i) EVO TRANSPORTATION & ENERGY SERVICES, INC., a Delaware corporation having its principal office at 2075 West Pinnacle Peak Rd., Suite 130, Phoenix AZ 85027 (“Borrower”), and each subsidiary of Borrower listed on the signature pages hereto or that after the date hereof delivers such a signature page (each a “Guarantor”, collectively, the “Guarantors” and, together with Borrower, the “Loan Parties” and each a “Loan Party”), (ii) ANTARA CAPITAL MASTER FUND LP and/or one or more managed funds or accounts (the “Lender”), and (iii) each lender listed on Schedule I of the Loan Agreement (as defined below) (each, an “Executive Lender” and together, the “Executive Lenders”). Capitalized terms used but not defined in this Agreement shall have the meanings given to them in the Loan Agreement or, to the extent not defined in this Agreement or the Loan Agreement, in the Certificate of Designations o
VOTING AGREEMENTVoting Agreement • September 27th, 2019 • Antara Capital LP • Retail-auto dealers & gasoline stations • New York
THIS VOTING AGREEMENT (the “Agreement”) is entered into as of September 16, 2019 by and among those certain Shareholders of EVO Transportation & Energy Services, Inc. (the “Company”) listed on Schedule A (together with any subsequent Shareholders, or any transferees, who become parties hereto pursuant to Section 4.1 below, each a “Shareholder” and collectively, the “Shareholders) and Antara Capital Master Fund LP (“Antara”).
JOINT FILING AGREEMENTJoint Filing Agreement • April 5th, 2023 • Antara Capital LP • Blank checks
This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of Common Stock, par value $0.0001 per share, of Direct Selling Acquisition Corp. (this “Agreement”), is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below that is named as a reporting person in such filing in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
THIRD LOAN EXTENSION AGREEMENTThird Loan Extension Agreement • July 11th, 2022 • Antara Capital LP • Retail-auto dealers & gasoline stations
This THIRD LOAN EXTENSION AGREEMENT (this “Agreement”) is made as of July 8, 2022, by and among (i) EVO TRANSPORTATION & ENERGY SERVICES, INC., a Delaware corporation having its principal office at 2075 West Pinnacle Peak Rd., Suite 130, Phoenix AZ 85027 (“Borrower”), and each subsidiary of Borrower listed on the signature pages hereto or that after the date hereof delivers such a signature page (each a “Guarantor”, collectively, the “Guarantors” and, together with Borrower, the “Loan Parties” and each a “Loan Party”), (ii) ANTARA CAPITAL MASTER FUND LP and/or one or more managed funds or accounts (the “Lender”), and (iii) each lender listed on Schedule I of the Loan Agreement (as defined below) (each, an “Executive Lender” and together, the “Executive Lenders”). Capitalized terms used but not defined in this Agreement shall have the meanings given to them in the Loan Agreement or, to the extent not defined in this Agreement or the Loan Agreement, in the Certificate of Designations of
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)Joint Filing Agreement • August 8th, 2023 • Antara Capital LP • Motor vehicles & passenger car bodies
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing of Antara Capital LP, Antara Capital GP LLC and Himanshu Gulati, on behalf of each of them of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Arrival, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
LOAN EXTENSION AGREEMENTLoan Extension Agreement • June 1st, 2022 • Antara Capital LP • Retail-auto dealers & gasoline stations
This LOAN EXTENSION AGREEMENT (this “Agreement”) is made as of May 31, 2022, by and among (i) EVO TRANSPORTATION & ENERGY SERVICES, INC., a Delaware corporation having its principal office at 2075 West Pinnacle Peak Rd., Suite 130, Phoenix AZ 85027 (“Borrower”), and each subsidiary of Borrower listed on the signature pages hereto or that after the date hereof delivers such a signature page (each a “Guarantor”, collectively, the “Guarantors” and, together with Borrower, the “Loan Parties” and each a “Loan Party”), (ii) ANTARA CAPITAL MASTER FUND LP and/or one or more managed funds or accounts (the “Lender”), and (iii) each lender listed on Schedule I of the Loan Agreement (as defined below) (each, an “Executive Lender” and together, the “Executive Lenders”). Capitalized terms used but not defined in this Agreement shall have the meanings given to them in the Loan Agreement or, to the extent not defined in this Agreement or the Loan Agreement, in the Certificate of Designations of Series
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2023 • Antara Capital LP • Pharmaceutical preparations
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing of Antara Capital LP, Antara Capital GP LLC and Himanshu Gulati, on behalf of each of them of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Revance Therapeutics, Inc., and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
JOINT FILING AGREEMENTJoint Filing Agreement • September 27th, 2019 • Antara Capital LP • Retail-auto dealers & gasoline stations
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument.
JOINT FILING AGREEMENTJoint Filing Agreement • May 13th, 2024 • Antara Capital LP • Blank checks
This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of Common Stock, par value $0.0001 per share, of Direct Selling Acquisition Corp. (this “Agreement”), is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below that is named as a reporting person in such filing in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
AMENDMENT TO FORBEARANCE AGREEMENT AND SECOND INCREMENTAL AMENDMENT TO FINANCING AGREEMENTFinancing Agreement • March 26th, 2020 • Antara Capital LP • Retail-auto dealers & gasoline stations
This AMENDMENT TO FORBEARANCE AGREEMENT AND SECOND INCREMENTAL AMENDMENT TO FINANCING AGREEMENT (together with each exhibit, schedule and/or attachment hereto, this “Agreement”) dated as of March 24, 2020, is entered into by and among EVO TRANSPORTATION & ENERGY SERVICES, INC., a Delaware corporation (“Borrower”), and all Subsidiaries of Borrower, as Guarantors, the Required Lenders under the Existing Financing Agreement that are party hereto, the Second Incremental Term Lenders party hereto and CORTLAND CAPITAL MARKET SERVICES LLC and its successors to serve as administrative agent and collateral agent under the Loan Documents (in such capacities, the “Administrative Agent” and the “Collateral Agent,” as applicable, and from time to time referred to herein without differentiation as an “Agent”).
FOURTH LOAN EXTENSION AGREEMENTFourth Loan Extension Agreement • July 18th, 2022 • Antara Capital LP • Retail-auto dealers & gasoline stations
This FOURTH LOAN EXTENSION AGREEMENT (this “Agreement”) is made as of July 15, 2022, by and among (i) EVO TRANSPORTATION & ENERGY SERVICES, INC., a Delaware corporation having its principal office at 2075 West Pinnacle Peak Rd., Suite 130, Phoenix AZ 85027 (“Borrower”), and each subsidiary of Borrower listed on the signature pages hereto or that after the date hereof delivers such a signature page (each a “Guarantor”, collectively, the “Guarantors” and, together with Borrower, the “Loan Parties” and each a “Loan Party”), (ii) ANTARA CAPITAL MASTER FUND LP and/or one or more managed funds or accounts (the “Lender”), and (iii) each lender listed on Schedule I of the Loan Agreement (as defined below) (each, an “Executive Lender” and together, the “Executive Lenders”). Capitalized terms used but not defined in this Agreement shall have the meanings given to them in the Loan Agreement.
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)Joint Filing Agreement • January 4th, 2023 • Antara Capital LP • Services-motion picture theaters
THIS JOINT FILING AGREEMENT is entered into as of January 3, 2023, by and among the parties hereto. The undersigned hereby agree that the Statement on Schedule 13D with respect to the shares of AMC Preferred Equity Units, each constituting a depositary share representing a 1/100th interest in a share of Series A Convertible Participating Preferred Stock of AMC Entertainment Holdings, Inc. and any amendment thereafter signed by each of the undersigned shall be (unless otherwise determined by the undersigned) 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. This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)Joint Filing Agreement • March 10th, 2023 • Antara Capital LP • Motor vehicles & passenger car bodies
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing of Antara Capital LP, Antara Capital GP LLC and Himanshu Gulati, on behalf of each of them of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Arrival, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
SIXTH LOAN EXTENSION AGREEMENTSixth Loan Extension Agreement • September 9th, 2022 • Antara Capital LP • Retail-auto dealers & gasoline stations
This SIXTH LOAN EXTENSION AGREEMENT (this “Agreement”) is made as of September 8, 2022, by and among (i) EVO TRANSPORTATION & ENERGY SERVICES, INC., a Delaware corporation having its principal office at 2075 West Pinnacle Peak Rd., Suite 130, Phoenix AZ 85027 (“Borrower”), and each subsidiary of Borrower listed on the signature pages hereto or that after the date hereof delivers such a signature page (each a “Guarantor”, collectively, the “Guarantors” and, together with Borrower, the “Loan Parties” and each a “Loan Party”), (ii) ANTARA CAPITAL MASTER FUND LP and/or one or more managed funds or accounts (the “Lender”), and (iii) each lender listed on Schedule I of the Loan Agreement (as defined below) (each, an “Executive Lender” and together, the “Executive Lenders”). Capitalized terms used but not defined in this Agreement shall have the meanings given to them in the Loan Agreement.
AMENDMENT NO. 1 TO NON-DISCLOSURE AGREEMENTNon-Disclosure Agreement • November 14th, 2019 • Antara Capital LP • Calculating & accounting machines (no electronic computers)
THIS AMENDMENT NO. 1 to Non-Disclosure Agreement (this “Amendment”) is made as of November 12, 2019 by and between USA Technologies, Inc. (“USAT”) and Antara Capital LP (“Antara”). All capitalized terms which are not specifically defined in this Amendment shall have the meanings ascribed thereto in the Non-Disclosure Agreement (as defined below).
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)Joint Filing Agreement • March 16th, 2023 • Antara Capital LP • Motor vehicles & passenger car bodies
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing of Antara Capital LP, Antara Capital GP LLC and Himanshu Gulati, on behalf of each of them of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Arrival, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
