Name of Offeree:_______________ Memorandum No.______________ CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM BLC FINANCIAL SERVICES, INC. 9% Convertible Subordinated Notes Due 2003 This Private Placement Memorandum (the "Memorandum") relates to the sale by...BLC Financial Services Inc • September 27th, 1999 • Miscellaneous business credit institution
SUBSCRIPTION AGREEMENT BLC Financial Services, Inc., a Delaware corporation (the "Company"), hereby agrees with the Purchaser listed on the signature page hereto (the "Purchaser") as follows: Section 1. ISSUANCE OF NOTES. Section 1.1. Authorization....Subscription Agreement • September 27th, 1999 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
AGREEMENT AND PLAN OF MERGER DATED AS OF OCTOBER 31, 2000 BY AND AMONG ALLIED CAPITAL CORPORATION, ALLIED CAPITAL B SUB CORPORATION, AND BLC FINANCIAL SERVICES, INC. 2Agreement and Plan of Merger • November 8th, 2000 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
AGREEMENT The undersigned agree that the Statement on Schedule 13D dated March 17, 1997 relating to the shares of Common Stock, $0.01 par value per share, of BLC Financial, Inc., as amended by this Amendment No.9 to which this Agreement is attached as...Agreement • March 10th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution
The undersigned agree that the Statement on Schedule 13D dated March 17, 1997 relating to the shares of Common Stock, $0.01 par value per share, of BLC Financial, Inc., as amended by this Amendment No.9 to which this Agreement is attached as Exhibit A, shall be deemed filed on behalf of each of the undersigned
ASSIGNMENT AND ASSUMPTION AGREEMENT AGREEMENT, made as of this 3rd day of February 1997, among Business Loan Center, Inc., with an address at 919 Third Avenue, New York, New York 10022 ("BLC Inc.") and Business Loan Center, a New York general...Assignment and Assumption Agreement • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
RECITALSLoan Agreement • September 28th, 2000 • BLC Financial Services Inc • Miscellaneous business credit institution • Illinois
Consulting Agreement Agreement effective as of the 1st Day of April 1997 by and between BLC Capital Corp., a Delaware Corporation with offices at 919 Third Avenue, New York, N.Y. 10022 (the "Company") and R. Matthew McGee residing at 9405 Avalon...Consulting Agreement • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
WITNESSETHIncentive Stock Option Agreement • September 28th, 1998 • BLC Financial Services Inc • Miscellaneous business credit institution • Delaware
INTERCREDITOR AGREEMENT This Intercreditor Agreement (the "Agreement") is made and entered into as of this 27th day of August 1997, by and between Transamerica Business Credit Corporation, having a place of business at 8750 West Bryn Mawr, Suite 720,...Intercreditor Agreement • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
RECITALSSecurity Agreement • September 28th, 1998 • BLC Financial Services Inc • Miscellaneous business credit institution • Illinois
EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into effective the 4th day of May, 1998, by and among Business Loan Center, Inc., a Delaware corporation with offices at 645 Madison Avenue, New York, N.Y. ("Company" or "BLC") and Leonard...Employment Agreement • September 28th, 1998 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
RECITALSLoan Agreement • September 27th, 1999 • BLC Financial Services Inc • Miscellaneous business credit institution • Illinois
RECITALSLoan Agreement • September 27th, 1999 • BLC Financial Services Inc • Miscellaneous business credit institution • Illinois
RECITALSSecurity Agreement • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution • Illinois
EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into as of the 8th day of October, 1997, by and among Business Loan Center, Inc., a Delaware corporation with offices at 645 Madison Avenue, New York, N.Y., ("Company" or "BLC") and Jennifer...Employment Agreement • September 28th, 1998 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
BUSINESS LOAN CENTER SBA LOAN-BACKED ADJUSTABLE RATE CERTIFICATES, SERIES 1997-1 $18,078,507.20 CLASS A CERTIFICATES PURCHASE AGREEMENTPooling and Servicing Agreement • December 30th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
PARTICIPATION AGREEMENT This Participation Agreement ("Agreement") between Business Loan Center (the "Bank"), and GE Capital Small Business Finance Corporation (the "Participant") is entered into this 20th day of March, 1997. Preliminary Statement The...Participation Agreement • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution • Missouri
RECITALSSecurity Agreement • September 28th, 1998 • BLC Financial Services Inc • Miscellaneous business credit institution • Illinois
1 EXHIBIT 99.2 VOTING AND SUPPORT AGREEMENT AGREEMENT, dated October 31, 2000 (this "Agreement"), by and among Allied Capital Corporation, a Maryland corporation ("Acquiror"), Robert Tannenhauser, Carol Tannenhauser, David Tannenhauser, Emily...Voting and Support Agreement • November 8th, 2000 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
AGREEMENT, made this 5th day of August, 1996, among BLC Management Consulting Services, Inc., with an address at 919 Third Avenue, New York, New York 10022 ("BLCS"), Eastland National Corp. ("ENC"), EBLC, Inc. ("EBLC") and Salim El Hage ("El Hage" ,...Agreement • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
AMENDED AND RESTATED REVOLVING CREDIT NOTE $35,000,000 Chicago, Illinois June __, 1998 BUSINESS LOAN CENTER, INC., a Delaware corporation ("Borrower"), for value received, promises and agrees to pay to the order of TRANSAMERICA BUSINESS CREDIT...Revolving Credit Note • September 28th, 1998 • BLC Financial Services Inc • Miscellaneous business credit institution
All capitalized terms which are used but not defined in this Amended and Restated Revolving Credit Note ("Note") shall have the same meanings as in the Loan Agreement dated as of March 5, 1998, between Borrower, BLC Financial Services, Inc., a Delaware corporation, and Lender (such Loan Agreement, together with all amendments or supplements thereto, being referred to herein as the "Loan Agreement").
between Marine Midland Bank (Trustee) andSpread Account Agreement • September 27th, 1999 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE, dated as of the ___ day of January, 1999, between THE EQUITABLE-NISSEI MADISON CO., c/o Lend Lease, 787 Seventh Avenue, New York, New York ("Landlord') and BUSINESS LOAN CENTER, INC., having an...BLC Financial Services Inc • September 27th, 1999 • Miscellaneous business credit institution
RELEASERelease • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution
This RELEASE dated as of August 27, 1997 (the "RELEASE"), among Sydney Yoskowitz (the "RELEASOR") and Sterling National Bank, a national banking association formerly known as Sterling National Bank & Trust Company of New York (the "RELEASEE").
AGREEMENT OF LEASEAgreement of Lease • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
AGREEMENT, made this 3rd day of February 1997, among BLC Management Consulting Services, Inc., with an address at 919 Third Avenue, New York, New York 10022 ("BLCS"), Business Loan Center, Inc., with an address at 919 Third Avenue, New York, New York...Agreement • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
MULTI-PARTY AGREEMENT BETWEEN BUSINESS LOAN CENTER, INC., BLC FINANCIAL SERVICES, INC, TRANSAMERICA BUSINESS CREDIT CORPORATION, COLSON SERVICES CORP., AND THE UNITED STATES SMALL BUSINESS ADMINISTRATIONMulti-Party Agreement • September 28th, 1998 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
REVOLVING CREDIT NOTE $25,000,000 Chicago, Illinois March 25, 1998 BUSINESS LOAN CENTER, INC., a Delaware corporation ("Borrower"), for value received, promises and agrees to pay to the order of TRANSAMERICA BUSINESS CREDIT CORPORATION, a Delaware...BLC Financial Services Inc • September 28th, 1998 • Miscellaneous business credit institution
BUSINESS LOAN CENTER, INC., a Delaware corporation ("Borrower"), for value received, promises and agrees to pay to the order of TRANSAMERICA BUSINESS CREDIT CORPORATION, a Delaware corporation ("Lender"), at its offices located at 9399 West Higgins Road, Suite 600, Rosemont, Illinois 60018, in coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts, the principal sum of TWENTY-FIVE MILLION AND NO/100 DOLLARS ($25,000,000), or so much thereof as may be advanced pursuant to the Loan Agreement hereinafter mentioned.
RECITALSTrademark Security Agreement • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution
RECITALSGuaranty Agreement • September 28th, 1998 • BLC Financial Services Inc • Miscellaneous business credit institution • Illinois
AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
MORTON G. THALHIMER 1313 East Main Street Richmond, VA 23219 OFFICE LEASE AGREEMENT THIS DEED OF LEASE, Made at Richmond, Virginia, on August 28, 1998 by and between International Mission Board of the Southern Baptist Convention, hereinafter referred...Office Lease Agreement • September 27th, 1999 • BLC Financial Services Inc • Miscellaneous business credit institution • Virginia
REVOLVING CREDIT NOTE $25,000,000 Chicago, Illinois August 27, 1997 BUSINESS LOAN CENTER, INC., a Delaware corporation ("Borrower"), for value received, promises and agrees to pay to the order of TRANSAMERICA BUSINESS CREDIT CORPORATION, a Delaware...Revolving Credit Note • October 9th, 1997 • BLC Financial Services Inc • Miscellaneous business credit institution
BUSINESS LOAN CENTER, INC., a Delaware corporation ("Borrower"), for value received, promises and agrees to pay to the order of TRANSAMERICA BUSINESS CREDIT CORPORATION, a Delaware corporation ("Lender"), at its offices located at 9399 West Higgins Road, Suite 600, Rosemont, Illinois 60018, in coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts, the principal sum of TWENTY-FIVE MILLION AND NO/100 DOLLARS ($25,000,000), or so much thereof as may be advanced pursuant to the Loan Agreement hereinafter mentioned.
RECITALSGuaranty Agreement • September 28th, 1998 • BLC Financial Services Inc • Miscellaneous business credit institution • Illinois
PLACEMENT AGENCY AGREEMENTPooling and Servicing Agreement • September 28th, 1998 • BLC Financial Services Inc • Miscellaneous business credit institution • New York
