CREDIT AGREEMENT dated as of September 24, 2010 among NETSPEND HOLDINGS, INC. as the Borrower, THE LENDERS FROM TIME TO TIME PARTY HERETO, and SUNTRUST BANK, as Administrative AgentCredit Agreement • September 28th, 2010 • NetSpend Holdings, Inc. • Finance services • New York
THIS CREDIT AGREEMENT (including all schedules and exhibits hereto, this “Agreement”) is made and entered into as of September 24, 2010, by and among NETSPEND HOLDINGS, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions and lenders from time to time party hereto (collectively, the “Lenders”) and SUNTRUST BANK (individually, “SunTrust”), as Administrative Agent, Issuing Bank and a Lender, with SUNTRUST ROBINSON HUMPHREY, INC., as Sole Book Manager and Sole Bookrunner.
Underwriting AgreementUnderwriting Agreement • September 28th, 2010 • NetSpend Holdings, Inc. • Finance services • New York
NetSpend Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [·] shares of Common Stock, par value $0.001 per share (“Stock”), of the Company, and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of [·] shares of Stock and, at the election of the Underwriters, up to [·] additional shares of Stock. The aggregate of [·] shares of Stock to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of [·] additional shares to be sold by [the Company and the Selling Stockholders] is herein called the “Optional Shares”. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collec
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • September 28th, 2010 • NetSpend Holdings, Inc. • Finance services • New York
THIS TRADEMARK SECURITY AGREEMENT (“Agreement”) is between (the “Grantor”), and SUNTRUST BANK (together with its successors and assigns, the “Administrative Agent”), acting in its capacity as Administrative Agent pursuant to that certain Credit Agreement dated as of September 24, 2010 (as the same may be amended, restated, supplemented, or otherwise modified from time to time, the “Credit Agreement”), by and among the Borrower, the Administrative Agent, and the Lenders.
GUARANTY AGREEMENTGuaranty Agreement • September 28th, 2010 • NetSpend Holdings, Inc. • Finance services • New York
THIS GUARANTY AGREEMENT (this “Guaranty”) is issued as of September 24, 2010, by NETSPEND CORPORATION, a Delaware corporation (“NetSpend”), SKYLIGHT ACQUISITION I, INC., a Delaware corporation (“Skylight Parent”), SKYLIGHT FINANCIAL INC., a Delaware corporation (“Skylight Subsidiary”), NETSPEND PAYMENT SERVICES, INC., a Delaware corporation (“NPSI”; NetSpend, Skylight Parent, Skylight Subsidiary and NPSI, together with each other Subsidiary that becomes a Guarantor hereunder pursuant to Section 5.11 of the Credit Agreement (defined below), collectively, the “Guarantors” and each individually, a “Guarantor”) in favor of SUNTRUST BANK, as administrative agent (in such capacity, the “Administrative Agent”) on behalf of the Secured Parties (as defined below).
