ASSET PURCHASE AGREEMENT DATED AS OF THE 21ST DAY OF JULY, 2008 BY AND AMONG EQ ACQUISITIONS 2003, INC., EQUILEASE FINANCIAL SERVICES, INC., IRWIN COMMERCIAL FINANCE CORPORATION, EQUIPMENT FINANCE AND IRWIN UNION BANK AND TRUST COMPANYAsset Purchase Agreement • November 10th, 2008 • Irwin Financial Corp • State commercial banks • Indiana
THIS ASSET PURCHASE AGREEMENT (“Agreement”), dated as of July 21, 2008 is made and entered into by and among EQ Acquisitions 2003, Inc., a Delaware corporation (“Purchaser”), Equilease Financial Services, Inc., a Delaware corporation (“Purchaser Guarantor”), Irwin Commercial Finance Corporation, Equipment Finance (“Seller”) and Irwin Union Bank and Trust Company (“Guarantor”).
AMENDED AND RESTATED ASSET PURCHASE AGREEMENT DATED AS OF JULY 31, 2008 AMONG ROOSEVELT MANAGEMENT COMPANY LLC, NAVIGATOR MORTGAGE LOAN TRUST 2008, WELLS FARGO BANK, N.A. AND IRWIN UNION BANK AND TRUST COMPANYAsset Purchase Agreement • November 10th, 2008 • Irwin Financial Corp • State commercial banks • New York
THIS AMENDED AND RESTATED ASSET PURCHASE AGREEMENT (“Agreement”), dated as of July 31, 2008 is made and entered into among Roosevelt Management Company LLC, a Delaware limited liability company (“Roosevelt”), in its entity capacity and as series administrator (in such capacity, the “Series Administrator”) and as purchaser of the Trust Notes (as defined herein) (in such capacity, the “Note Purchaser”), Navigator Mortgage Loan Trust 2008, a Delaware statutory trust (the “Trust”), as asset purchaser (in such capacity, the “Asset Purchaser”), Wells Fargo Bank, N.A., as indenture trustee (in such capacity, the “Indenture Trustee”) and as custodian (in such capacity, the “Custodian”), and Irwin Union Bank and Trust Company, an Indiana state chartered bank (“Seller”).
July 29, 2008Irwin Financial Corp • November 10th, 2008 • State commercial banks • Indiana
This letter sets forth the agreement (“Agreement”) between Irwin Commercial Finance Corporation (“ICF”) and you (the “Shareholder”) with respect to the redemption by ICF of all of your shares of ICF common stock (“Shares”) in connection with the sale of substantially all of the assets of Irwin Commercial Finance Canada Corporation to RoyNat, Inc. (the “RoyNat Sale”). Terms used but not otherwise defined herein have the meanings ascribed to them in that certain First Amended and Restated Shareholder Agreement dated May 15, 2007 (the “Shareholder Agreement”) by and among ICF, Irwin Union Bank and Trust Company, you, and the other Option Holders named therein.
ASSET PURCHASE AGREEMENT DATED AS OF THE 23nd DAY OF JULY, 2008 BY AND AMONG ROYNAT INC. AND IRWIN COMMERCIAL FINANCE CANADA CORPORATION AND ONSET ALBERTA LTD. AND IRWIN UNION BANK AND TRUST COMPANYAsset Purchase Agreement • November 10th, 2008 • Irwin Financial Corp • State commercial banks • Ontario
AMENDMENT TO 2005 STOCK OPTION AGREEMENT2005 Stock Option Agreement • November 10th, 2008 • Irwin Financial Corp • State commercial banks • Indiana
This Amendment (the “Amendment”) to that certain 2005 Stock Option Agreement dated as of December 23, 2005 (the “Option Agreement”) by and between IRWIN COMMERCIAL FINANCE CORPORATION, an Indiana corporation (“ICF”), and Joseph R. LaLeggia (the “Option Holder”) is entered into as of this 28th day of July, 2008, by and between ICF and Option Holder.
July 30, 2008Irwin Financial Corp • November 10th, 2008 • State commercial banks
Irwin Commercial Finance Corporation, Equipment Finance Irwin Union Bank and Trust Company 500 Washington Street Columbus, Indiana 47202 Attention: Gregory F. Ehlinger
