PLEDGE, ASSIGNMENT AND SECURITY AGREEMENTPledge, Assignment and Security Agreement • March 31st, 2005 • Dcap Group Inc • Insurance agents, brokers & service
THIS PLEDGE, ASSIGNMENT AND SECURITY AGREEMENT (this “Agreement”) is made this 27th day of December, 2004, by BLAST ACQUISITION CORP., a corporation organized and existing under the laws of the State of Delaware (the “Pledgor”) for the benefit of MANUFACTURERS AND TRADERS TRUST COMPANY, A New York State Bank organized under the laws of the State of New York, in its capacity as “Agent” for itself and the other “Lenders” under the Financing Agreement (as hereinafter defined) (the “Agent”).
FINANCING AND SECURITY AGREEMENTFinancing and Security Agreement • March 31st, 2005 • Dcap Group Inc • Insurance agents, brokers & service
THIS FINANCING AND SECURITY AGREEMENT (this “Agreement”) is made this 27th day of December, 2004, by and among by and between PAYMENTS INC., a corporation organized under the laws the State of New York (the “Borrower”); MANUFACTURERS AND TRADERS TRUST COMPANY, a New York State Bank organized under the laws of the State of New York (“M&T”); and each other financial institution that is a party to this Agreement, whether by execution of this Agreement or otherwise (collectively, the “Lenders” and individually, a “Lender”); and MANUFACTURERS AND TRADERS TRUST COMPANY, a New York State Bank, in its capacity as both collateral and administrative agent for each of the Lenders and sole arranger (the “Agent”).
Morton L. CertilmanDcap Group Inc • March 31st, 2005 • Insurance agents, brokers & service
This letter will acknowledge my Agreement to act as a Consultant for DCAP Group, Inc. For the period commencing November 1, 2004 and terminating October 31, 2005 at a fee of $59,880, payable in equal monthly payments of $4,990, commencing upon the signing of this Agreement.
ContractStock Option Agreement • March 31st, 2005 • Dcap Group Inc • Insurance agents, brokers & service • New York
STOCK OPTION AGREEMENT, entered into on the 18th day of October, 2004, between DCAP GROUP, INC., a Delaware corporation (the “Company”), and JACK WILLIS (the “Optionee”).
ContractEmployment Agreement • March 31st, 2005 • Dcap Group Inc • Insurance agents, brokers & service • New York
AMENDMENT NO. 3, dated as of March 22, 2005, to EMPLOYMENT AGREEMENT, dated as of May 10, 2001 (the “Amendment”), by and between DCAP GROUP, INC., a Delaware corporation (the “Company”), and BARRY GOLDSTEIN (the “Employee”).
ContractEmployment Agreement • March 31st, 2005 • Dcap Group Inc • Insurance agents, brokers & service • New York
AMENDMENT NO. 1, dated as of March 18, 2003 (but effective as of January 1, 2003), to EMPLOYMENT AGREEMENT, dated as of May 10, 2001 (the “Amendment”), by and between DCAP GROUP, INC., a Delaware corporation (the “Company”), and BARRY GOLDSTEIN (the “Employee”).
SECURITY AGREEMENTSecurity Agreement • March 31st, 2005 • Dcap Group Inc • Insurance agents, brokers & service
THIS SECURITY AGREEMENT (this “Agreement”) is made as of the 27th day of December, 2004, by DCAP GROUP, INC., a corporation organized under the laws of the State of Delaware, DCAP MANAGEMENT CORP., a corporation organized under the laws of the State of New York, AIA-DCAP CORP., a corporation organized under the laws of the Commonwealth of Pennsylvania, AARD-VARK AGENCY, LTD., a corporation organized under the laws of the State of New York, BARRY SCOTT AGENCY, INC., a corporation organized under the laws of the State of New York, BARRY SCOTT COMPANIES, INC., a corporation organized under the laws of the State of Delaware, BARRY SCOTT ACQUISITION CORP., a corporation organized under the laws of the State of New York, BARON CYCLE, INC., a corporation organized under the laws of the State of New York, BLAST ACQUISITION CORP., a corporation organized under the laws of the State of Delaware, DEALERS CHOICE AUTOMOTIVE PLANNING, INC., a corporation organized under the laws of the State of New
ContractEmployment Agreement • March 31st, 2005 • Dcap Group Inc • Insurance agents, brokers & service • New York
EMPLOYMENT AGREEMENT, dated September 24, 2004 by, and between DCAP GROUP, INC., a Delaware corporation (the “Company”), and JACK WILLIS (the “Employee”).
