SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF GREENSKY HOLDINGS, LLC Dated as of ●, 2018Operating Agreement • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec • Georgia
AMENDED AND RESTATED CO-BRANDED MASTERCARD CARD PROGRAM AGREEMENTProgram Agreement • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec • Tennessee
THIS AMENDED AND RESTATED CO-BRANDED MASTERCARD CARD PROGRAM AGREEMENT (“Agreement”) is made and entered into as of the 15th day of October, 2012 (“Effective Date”), by and between Greensky Trade Credit, LLC, a Georgia limited liability company (“Greensky”), and Comdata Network, Inc., a Maryland corporation (“Comdata”).
TAX RECEIVABLE AGREEMENT BY AND AMONG GREENSKY, INC., GREENSKY HOLDINGS, LLC, GREENSKY, LLC, and [THE UNDERSIGNED BENEFICIARIES], Dated as of • , 2018Tax Receivable Agreement • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec • Delaware
This TAX RECEIVABLE AGREEMENT (as it may be amended, restated, supplemented and/or otherwise modified from time to time, this “Agreement”), dated as of • , 2018, is hereby entered into by and among GreenSky, Inc. a Delaware corporation (“Parent”), GreenSky Holdings, LLC, a Georgia limited liability company (the “Company”), GreenSky, LLC, a Georgia limited liability company (“GSLLC”), the Blocker Corporation Owners (as hereinafter defined), and each Person that is listed on Exhibit A hereto as one of the Sellers (other than the Blocker Corporations), (each such Person listed on Exhibit A hereto, a “Beneficiary”, collectively, the “Beneficiaries”). Each of Parent, the Company, GSLLC, the Blocker Corporation Owners, and each Beneficiary is referred to as a “TRA Party” and, collectively, as the “TRA Parties”. All capitalized terms used but not defined herein shall have the meanings ascribed to them in the Registration Statement or the Form S-1, which includes a Prospectus, filed by Parent
PHOENIX BLACKSTONE CENTER LEASEPhoenix Blackstone Center Lease • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec
THIS PHOENIX BLACKSTONE CENTER LEASE (the “Lease”) is executed this 1st day of October, 2013, by and between PHOENIX BLACKSTONE, LLC, a Georgia limited liability company (“Landlord”), and GREENSKY TRADE CREDIT, LLC, a Georgia limited liability company (“Tenant”).
AMENDMENT NO. 4 TO LOAN ORIGINATION AGREEMENTLoan Origination Agreement • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec
THIS AMENDMENT NO. 4 TO LOAN ORIGINATION AGREEMENT (this “Amendment”) is made as of April 30, 2018, by and between GreenSky, LLC, a Georgia limited liability company (“Servicer”), and Fifth Third Bank, an Ohio-chartered, FDIC-insured bank (“Lender”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Loan Origination Agreement (as defined herein).
NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE GREENSKY, INC. 2018 OMNIBUS INCENTIVE COMPENSATION PLANNon-Qualified Stock Option Agreement • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec • Delaware
THIS NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between GreenSky, Inc., a Delaware corporation (the “Company”), and the Participant specified above, pursuant to the GreenSky, Inc. 2018 Omnibus Incentive Compensation Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and
SECOND AMENDED AND RESTATED GREENSKY INSTALLMENT LOAN PROGRAM AGREEMENTProgram Agreement • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec • Georgia
THIS SECOND AMENDED AND RESTATED GREENSKY INSTALLMENT LOAN PROGRAM AGREEMENT (“Agreement”), is made and entered into as of April 26, 2018 (“Effective Date”), by and among GREENSKY, LLC (f/k/a GreenSky Trade Credit, LLC), a Georgia limited liability company, with offices at 5565 Glenridge Connector, Suite 700, Atlanta, Georgia 30342 (“GreenSky”), and HOME DEPOT U.S.A., INC., a Delaware corporation and successor-in-interest to THD At-Home Services, Inc. (formerly a party to this Agreement), with offices at 2455 Paces Ferry Road, NW, Atlanta, Georgia 30339 (“Home Depot”). Third-party installation service providers authorized by Home Depot to provide installation services for customers of Home Depot as an agent of Home Depot are hereinafter referred to as “Authorized Service Providers”.
GREENSKY HOLDINGS, LLC EQUITY INCENTIVE PLAN CLASS A UNIT OPTION AGREEMENTClass a Unit Option Agreement • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec • Georgia
THIS CLASS A UNIT OPTION AGREEMENT (this “Option Agreement”) is entered into as of [________________ __], 201[__], by and between GreenSky Holdings, LLC, a Georgia limited liability company (“the Company”), and [_________________] (“Employee”).
RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE GREENSKY, INC. 2018 OMNIBUS INCENTIVE COMPENSATION PLANRestricted Stock Unit Agreement • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between GreenSky, Inc., a Delaware corporation (the “Company”), and the Participant specified above, pursuant to the GreenSky, Inc. 2018 Omnibus Incentive Compensation Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and
RESTRICTED STOCK AGREEMENT PURSUANT TO THE GREENSKY, INC. 2018 OMNIBUS INCENTIVE COMPENSATION PLANRestricted Stock Agreement • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between GreenSky, Inc., a Delaware corporation (the “Company”), and the Participant specified above, pursuant to the GreenSky, Inc. 2018 Omnibus Incentive Compensation Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and
INCENTIVE STOCK OPTION AGREEMENT PURSUANT TO THE GREENSKY, INC. 2018 OMNIBUS INCENTIVE COMPENSATION PLANIncentive Stock Option Agreement • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec • Delaware
THIS INCENTIVE STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between GreenSky, Inc., a Delaware corporation (the “Company”), and the Participant specified above, pursuant to the GreenSky, Inc. 2018 Omnibus Incentive Compensation Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and
GREENSKY HOLDINGS, LLC EQUITY INCENTIVE PLAN INCENTIVE UNITS GRANT AGREEMENTIncentive Units Grant Agreement • May 7th, 2018 • GreenSky, Inc. • Services-business services, nec • Georgia
THIS INCENTIVE UNITS GRANT AGREEMENT (this “Agreement”) is made as of [_____________ __], 201[__] (the “Grant Date”), by and among GREENSKY HOLDINGS, LLC, a Georgia limited liability company (the “Company”), and [_____________] (the “Participant”).
