LEASE AGREEMENTLease Agreement • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec • Florida
THIS LEASE AGREEMENT (this “Lease”), dated as of June 13, 2008, is by and between Lender Processing Services, Inc., a Delaware corporation (“LPS” or “Landlord”), and Fidelity National Financial, Inc., a Delaware corporation (together with its subsidiaries, affiliates, successors and assigns, collectively “FNF” or “Tenant”). Landlord and Tenant are herein referred to individual as a “Party” and, collectively, the “Parties”.
TAX DISAFFILIATION AGREEMENTTax Disaffiliation Agreement • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec • Florida
THIS TAX DISAFFILIATION AGREEMENT (this “Agreement”), dated as of July 2, 2008 is by and among Fidelity National Information Services, Inc. (“FIS”), a Georgia corporation and Lender Processing Services, Inc., a Delaware corporation and wholly owned subsidiary of FIS (“LPS”).
PROPERTY MANAGEMENT AGREEMENTProperty Management Agreement • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec • Florida
THIS AGREEMENT (this “Agreement”) dated as of June 13, 2008, by and between FIDELITY NATIONAL FINANCIAL, INC., a Delaware corporation (together with its subsidiaries, affiliates, successors and assigns, collectively “FNF”), and LENDER PROCESSING SERVICES, INC., a Delaware corporation (together with its subsidiaries, affiliates, successors and assigns, collectively “LPS” or the “Manager”). FNF and LPS are herein referred to individual as a “Party” and, collectively, the “Parties”.
SUBLEASE AGREEMENTSublease Agreement • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec • Florida
THIS SUBLEASE AGREEMENT (this “Sublease”), dated as of June 13, 2008, is by and between Fidelity National Financial, Inc., a Delaware corporation (together with its subsidiaries, affiliates, successors and assigns, collectively “FNF” or “Sublessor”), and Lender Processing Services, Inc., a Delaware corporation (“LPS” or “Sublessee”). FNF and LPS are herein referred to individual as a “Party” and, collectively, the “Parties”.
AIRCRAFT INTERCHANGE AGREEMENTAircraft Interchange Agreement • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec • Florida
This Aircraft Interchange Agreement (the “Agreement”) dated as of July 2, 2008 is entered into for the purpose of providing for the interchange of certain aircraft owned or operated by each Party, under the terms and conditions contained herein and in accordance with Federal Aviation Regulation (FAR) §91.501, by and between Fidelity National Financial, Inc., a Delaware corporation (“FNF”), Fidelity National Information Services, Inc., a Georgia corporation (“FIS”), and Lender Processing Services, Inc., a Delaware corporation (“LPS”). Each of FNF, FIS and LPS are hereinafter referred to individually as a “Party” and collectively as the “Parties”.
MASTER INFORMATION TECHNOLOGY AND APPLICATION DEVELOPMENT SERVICES AGREEMENT between Lender Processing Services, Inc. and Fidelity National Financial, Inc. dated as of July 2, 2008Master Information Technology and Application Development Services Agreement • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec • Florida
This MASTER INFORMATION TECHNOLOGY AND APPLICATION DEVELOPMENT SERVICES AGREEMENT (“Agreement”), dated as of July 2, 2008 (the “Effective Date”), by and between Fidelity National Financial, Inc., a Delaware corporation for itself and on behalf of its subsidiaries (“FNF”), and Lender Processing Services, Inc. , a Delaware corporation, for itself and on behalf of its subsidiaries (collectively, “LPS”), (including all exhibits, attachments and Statements of Work, as may be amended or appended from time to time, the “Agreement”).
LENDER PROCESSING SERVICES, INC. 2008 OMNIBUS INCENTIVE PLAN2008 Omnibus Incentive Plan • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec • Florida
FNF CORPORATE AND TRANSITIONAL SERVICES AGREEMENTCorporate Services Agreement • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec • Florida
This Corporate and Transitional Services Agreement (this “Agreement”) is dated as of July 2, 2008, by and between FIDELITY NATIONAL FINANCIAL, INC., a Delaware corporation (“FNF” or “PROVIDING PARTY”), and LENDER PROCESSING SERVICES, INC., a Delaware corporation (“LPS” or “RECEIVING PARTY”). FNF and LPS shall be referred to together in this Agreement as the “Parties” and individually as a “Party.”
FIS REVERSE CORPORATE AND TRANSITIONAL SERVICES AGREEMENTReverse Corporate and Transitional Services Agreement • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec • Florida
FIS CORPORATE AND TRANSITIONAL SERVICES AGREEMENTCorporate and Transitional Services Agreement • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec • Florida
This Corporate and Transitional Services Agreement (this “Agreement”) is dated as of July 2, 2008, by and between FIDELITY NATIONAL INFORMATION SERVICES, INC., a Georgia corporation (“FIS” or “PROVIDING PARTY”), and LENDER PROCESSING SERVICES, INC., a Delaware corporation (“LPS” or “RECEIVING PARTY”). FIS and LPS shall be referred to together in this Agreement as the “Parties” and individually as a “Party.”
CONTRIBUTION AND DISTRIBUTION AGREEMENT between FIDELITY NATIONAL INFORMATION SERVICES, INC. and LENDER PROCESSING SERVICES, INC. dated as of June 13, 2008Contribution and Distribution Agreement • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec
EXCHANGE AGREEMENTExchange Agreement • July 9th, 2008 • Lender Processing Services, Inc. • Services-business services, nec • New York
EXCHANGE AGREEMENT (the “Agreement”), dated as of June 18, 2008, among Fidelity National Information Services, Inc., a Georgia corporation (“FNIS”), JPMorgan Chase Bank, N.A. (“JPMCB”), Bank of America, N.A. (“Bank of America”) and Wachovia Bank, National Association (“Wachovia Bank” and, together with JPMCB and Bank of America, the “Initial Tranche B Lenders”), J.P. Morgan Securities Inc. (“JPMSI”), Banc of America Securities LLC (“BAS”), Wachovia Capital Markets, LLC (“WCM” and, together with JPMSI and BAS, the “Investment Banks”; the Investment Banks together with the Initial Tranche B Lenders being collectively referred to herein as the “Existing Tranche B Lenders”) and, solely with respect to Sections 2(a), 4(b), 6, 7, 8, 9, 10 and 11 hereof, Lender Processing Services, Inc., a Delaware corporation (“Spinco”).
