REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 13th, 2011 • Banctec Inc • Computer peripheral equipment, nec • New York
This Agreement is made pursuant to the Purchase/Placement Agreement (the “Purchase/Placement Agreement”), dated as of June 20, 2007, by and among the Company and FBR in connection with the purchase and sale or placement of an aggregate of 46,575,000 shares of the Company’s common stock (including the sale of 6,075,000 additional allotment option shares). In order to induce FBR to enter into the Purchase/Placement Agreement, the Company has agreed to provide the registration rights provided for in this Agreement to FBR, the Participants, and their respective direct and indirect transferees. The execution of this Agreement is a condition to the closing of the transactions contemplated by the Purchase/Placement Agreement.
65,000,000 CREDIT FACILITY SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 31, 2010 by and among BANCTEC, INC., as the Borrower, THE OTHER PERSONS PARTY HERETO THAT ARE DESIGNATED AS CREDIT PARTIES GENERAL ELECTRIC CAPITAL CORPORATION...Credit Agreement • May 13th, 2011 • Banctec Inc • Computer peripheral equipment, nec • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (including all exhibits and schedules hereto, as the same may be amended, restated, amended and restated, modified and/or supplemented from time to time, this “Agreement”) is entered into as of March 31, 2010, by and among BancTec, Inc., a Delaware corporation (the “Borrower”), the other Persons party hereto that are designated as a “Credit Party”, General Electric Capital Corporation, a Delaware corporation (in its individual capacity, “GE Capital”), as Agent for the several financial institutions from time to time party to this Agreement (collectively, the “Lenders” and individually each a “Lender”) and for itself as a Lender (including as Swingline Lender), and such Lenders.
RIGHTS AGREEMENT by and between BANCTEC, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights AgentRights Agreement • May 13th, 2011 • Banctec Inc • Computer peripheral equipment, nec • New York
Rights Agreement (this “Agreement”), dated as of October 1, 2010, by and between BANCTEC, INC., a Delaware corporation (the “Corporation”), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability company (the “Rights Agent”).
Form of BancTec, Inc.Banctec Inc • May 13th, 2011 • Computer peripheral equipment, nec • Delaware
Form of BancTec, Inc.Banctec Inc • May 13th, 2011 • Computer peripheral equipment, nec • Delaware
PURCHASE AGREEMENT by and among BANCTEC, INC., DOCUDATA SOLUTIONS, L.C. and THE SELLING MEMBERS Dated as of March 4, 2008Purchase Agreement • May 13th, 2011 • Banctec Inc • Computer peripheral equipment, nec • Texas
This PURCHASE AGREEMENT, dated March 4, 2008 (the “Agreement”), by and among BancTec, Inc., a Delaware corporation (“Purchaser”), DocuData Solutions, L.C., a Texas limited liability company, (the “Company”) and the members of the Company listed on the signature pages hereof under the heading “Selling Members” (collectively, the “Selling Members”).
PURCHASE/PLACEMENT AGREEMENTLoan and Security Agreement • May 13th, 2011 • Banctec Inc • Computer peripheral equipment, nec • New York
Y Asesorias Profesionales Zegers & Echavarri LTDA, dated as of August 9, 2004, between Heller Financial, Inc. BancTec, Inc. and BTI Technologies LP.
BancTec, Inc.Banctec Inc • May 13th, 2011 • Computer peripheral equipment, nec • Delaware
BancTec, Inc.Stock Unit Award Agreement • May 13th, 2011 • Banctec Inc • Computer peripheral equipment, nec • Delaware
BancTec, Inc.Banctec Inc • May 13th, 2011 • Computer peripheral equipment, nec • Delaware
Form of BancTec, Inc.Banctec Inc • May 13th, 2011 • Computer peripheral equipment, nec • Delaware
Form of BancTec, Inc.Banctec Inc • May 13th, 2011 • Computer peripheral equipment, nec • Delaware
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 13th, 2011 • Banctec Inc • Computer peripheral equipment, nec • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of this [ ] day of [ ], [ ], between BancTec, Inc., a Delaware corporation (the “Company”), and the undersigned director of the Company (the “Indemnified Party”).
Form Of BancTec, Inc.Banctec Inc • May 13th, 2011 • Computer peripheral equipment, nec • Delaware
TERMINATION OF EMPLOYMENT AGREEMENT, CONFIDENTIAL SETTLEMENT AGREEMENT AND RELEASE OF ALL CLAIMSTermination of Employment Agreement • May 13th, 2011 • Banctec Inc • Computer peripheral equipment, nec • Texas
The following documents the Termination of Employment Agreement and Confidential Settlement Agreement and Release of All Claims (“Agreement”) by and between Michael D. Fallin (“Executive”), and BancTec, Inc. (“BancTec”) (together, the “Contracting Parties”) regarding any and all past and present claims and their future effects that have arisen or could arise out of the Executive’s employment relationship with BancTec or his separation therefrom. This Agreement is binding upon and extends to the Parties hereto and their: individual officers; directors; shareholders; stockholders; employees; parents; subsidiaries; affiliates; corporations; companies; divisions; partners; representatives; heirs; executors; assigns; administrators; successors; predecessors; d/b/a’s and assumed names; and insurers -- whether specifically mentioned hereafter or not. This Agreement will become effective upon the date specified in subsection 14.d. below (the “Effective Date”).
Form of BANCTEC, INC.Restricted Stock Award Agreement • May 13th, 2011 • Banctec Inc • Computer peripheral equipment, nec • Delaware
Form Of BancTec, Inc.Banctec Inc • May 13th, 2011 • Computer peripheral equipment, nec • Delaware
Form of BANCTEC, INC.Banctec Inc • May 13th, 2011 • Computer peripheral equipment, nec • Delaware
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 13th, 2011 • Banctec Inc • Computer peripheral equipment, nec • New York
This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made and entered into as of April 19, 2011, by and among BancTec, Inc., a Delaware corporation (the “Borrower”), the other credit parties signatory hereto (together with the Borrower, each individually, a “Credit Party” and, collectively, the “Credit Parties”), the Lenders (as hereinafter defined) signatory hereto and General Electric Capital Corporation, as agent for the Lenders (in such capacity, and together with its successors and permitted assigns, the “Agent”).
