CREDIT AGREEMENT DATED AS OF JUNE 7, 2005 AMONG ENCORE CAPITAL GROUP, INC. THE LENDERS FROM TIME TO TIME PARTIES HERETO JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENTCredit Agreement • June 8th, 2005 • Encore Capital Group Inc • Short-term business credit institutions • New York
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • June 8th, 2005 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS PLEDGE AND SECURITY AGREEMENT (this “Security Agreement”) is entered into as of June 7, 2005 by and among ENCORE CAPITAL GROUP, INC., a Delaware corporation (the “Borrower”), MIDLAND CREDIT MANAGEMENT, INC., a Kansas corporation, MIDLAND FUNDING NCC-2 CORPORATION, a Delaware corporation, MIDLAND ACQUISITION CORPORATION, a Delaware corporation, MIDLAND RECEIVABLES 98-1 CORPORATION, a Delaware corporation, MIDLAND RECEIVABLES 99-1 CORPORATION, a Delaware corporation, MIDLAND FUNDING 98-A CORPORATION, a Delaware corporation, MIDLAND FUNDING NCC-1 CORPORATION, a Delaware corporation, MIDLAND PORTFOLIO SERVICES, INC., a Delaware corporation and MIDLAND FUNDING LLC, a Delaware limited liability company (together with the Borrower, the “Initial Grantors” and together with any additional Domestic Subsidiaries, whether now existing or hereafter formed which become parties to this Security Agreement by executing a Supplement hereto in substantially the form of Annex I, the “Grantors”), and
GUARANTYEncore Capital Group Inc • June 8th, 2005 • Short-term business credit institutions • New York
THIS GUARANTY (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) is made as of June 7, 2005, by each of MIDLAND CREDIT MANAGEMENT, INC., a Kansas corporation, MIDLAND FUNDING NCC-2 CORPORATION, a Delaware corporation, MIDLAND ACQUISITION CORPORATION, a Delaware corporation, MIDLAND RECEIVABLES 98-1 CORPORATION, a Delaware corporation, MIDLAND RECEIVABLES 99-1 CORPORATION, a Delaware corporation, MIDLAND FUNDING 98-A CORPORATION, a Delaware corporation, MIDLAND FUNDING NCC-1 CORPORATION, a Delaware corporation, MIDLAND PORTFOLIO SERVICES, INC., a Delaware corporation and MIDLAND FUNDING LLC, a Delaware limited liability company (each an “Initial Guarantor”, and together with any additional Domestic Subsidiaries which become parties to this Guaranty by executing a Supplement hereto in the form attached hereto as Annex I, the “Guarantors”), in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent”)
ACKNOWLEDGEMENT AGREEMENTAcknowledgement Agreement • June 8th, 2005 • Encore Capital Group Inc • Short-term business credit institutions • New York
THIS ACKNOWLEDGEMENT AGREEMENT, dated as of June 7, 2005 (the “Agreement”), is made and entered into by COMPUCREDIT CORPORATION, a Georgia corporation (“CCRT”), in favor of MIDLAND FUNDING LLC, a Delaware limited liability company (the “Buyer”). Except as otherwise defined herein, capitalized terms used herein but not defined shall have the respective meanings given to them in that certain Asset Purchase and Forward Flow Agreement, dated June 2, 2005, between Jefferson Capital Systems, LLC (“Seller”) and Buyer (the “Purchase Agreement”).
