IP LICENSE AGREEMENTIp License Agreement • March 1st, 2017 • Carvana Co. • Retail-auto dealers & gasoline stations • Arizona
This IP LICENSE AGREEMENT (hereinafter referred to as the “IP Agreement”) is entered into on this 27th day of February, 2017 (“Effective Date”), by and between DriveTime Automotive Group, Inc., DriveTime Car Sales Company LLC, Bridgecrest Acceptance Corporation f/k/a DT Acceptance Corporation and their respective wholly owned subsidiaries (individually and collectively, “DT”), and Carvana, LLC and any consolidated affiliates hereafter formed (“CARVANA”) and shall be deemed effective as of the Effective Date. DT and CARVANA are referred to herein collectively, as the “Parties” and individually as a “Party.”
MASTER LOAN AGREEMENTMaster Loan Agreement • March 1st, 2017 • Carvana Co. • Retail-auto dealers & gasoline stations • Arizona
THIS MASTER LOAN AGREEMENT (this “Agreement”), dated as of February 27, 2017, is entered into by and among CARVANA GROUP, LLC, a Delaware limited liability company (“Borrower”), the lenders listed on the signature pages hereof or that become party hereto pursuant to Section 8.8 (“Lenders”), and VERDE INVESTMENTS, INC., an Arizona corporation, as a Lender and as the administrative agent for the Lenders (“Agent”). In consideration of the mutual covenants and agreements contained herein, the Borrower, the Lenders and the Agent agree as follows:
GUARANTYGuaranty • March 1st, 2017 • Carvana Co. • Retail-auto dealers & gasoline stations • Arizona
THIS AGREEMENT, dated as of February 27, 2017, is entered into by and among CARVANA, LLC, an Arizona limited liability company (“Guarantor”), and VERDE INVESTMENTS, INC., an Arizona corporation (“Agent”), as agent on behalf of the lenders (“Lenders”) from time to time party to that certain Master Loan Agreement of even date herewith (as amended, restated, supplemented, or otherwise modified from time to time, the “Loan Agreement”) by and between Carvana Group, LLC, a Delaware limited liability company, as borrower (“Borrower”), Lenders and Agent.
FOURTH AMENDED AND RESTATED LEASE AGREEMENTLease Agreement • March 1st, 2017 • Carvana Co. • Retail-auto dealers & gasoline stations
This Fourth Amended and Restated Lease Agreement (this “Lease”) is amended and restated as of the Amendment Date by and between Landlord and Tenant as the entire and exclusive statement of all agreements, covenants, understandings, representations, warranties and liabilities of Landlord and Tenant regarding the lease of the Premises. This Lease supersedes, amends and restates that Lease Agreement dated November 1, 2014, that Amended and Restated Lease Agreement, dated March 15, 2015, that Second Amended and Restated Lease Agreement dated July 1, 2015 (as modified August 17, 2015) and that Third Amended and Restated Lease Agreement dated March 18, 2016 between DriveTime Car Sales Company, LLC, as Landlord and Carvana, LLC and Carvana Shipping and Delivery, LLC as Tenants, and it is intended to be effective as of the November 1, 2014 (the “Lease Date”), except as otherwise set forth herein (e.g. updated Exhibits).
