THIRD AMENDED AND RESTATED LOAN SALE AGREEMENT with CROSS RIVER BANK SUNLIGHT FINANCIAL LLC and SUNLIGHT FINANCIAL LLC, for itself or on behalf of any Purchaser executing a Purchaser Joinder Agreement hereunder Dated as of December 6, 2023Loan Sale Agreement • December 7th, 2023 • Sunlight Financial Holdings Inc. • Finance services • New York
THIS THIRD AMENDED AND RESTATED LOAN SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of December 6, 2023 (the “Restatement Date”) is made, by and between CROSS RIVER BANK, a New Jersey state-chartered bank with its principal offices located at 2115 Linwood Avenue, Fort Lee, New Jersey 07666 (“Bank”), SUNLIGHT FINANCIAL LLC, a Delaware limited liability company, with its principal offices located at 101 N. Tryon Street, Suite 900, Charlotte, North Carolina 28246 (“Sunlight”), and SUNLIGHT for itself or on behalf of any Purchaser executing a Purchaser Joinder Agreement hereunder and amends and restates the Second Amended and Restated Loan Sale Agreement amongst the parties hereto dated as of April 25, 2023.
THIRD AMENDED AND RESTATED LOAN PROGRAM AGREEMENT between CROSS RIVER BANK, SUNLIGHT FINANCIAL LLC and SL FINANCIAL HOLDINGS INC., as Guarantor Dated as of December 6, 2023Loan Program Agreement • December 7th, 2023 • Sunlight Financial Holdings Inc. • Finance services • New York
THIS THIRD AMENDED AND RESTATED LOAN PROGRAM AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is made and entered into as of December 6, 2023 (the “Effective Date”), by and among CROSS RIVER BANK, an FDIC-insured New Jersey state chartered bank (“Bank”), SUNLIGHT FINANCIAL LLC, a Delaware limited liability company (“Sunlight”), and SL FINANCIAL HOLDINGS INC., a Delaware corporation (“Guarantor”), amending and restating that certain Second Amended and Restated Loan Program Agreement by and between Bank and Sunlight dated as of April 25, 2023 (as amended, restated, supplemented or otherwise modified prior to the date hereof, the “Old Agreement”).
SECOND AMENDED AND RESTATED HOME IMPROVEMENT LOAN PROGRAM AGREEMENT between CROSS RIVER BANK, SUNLIGHT FINANCIAL LLC and SL FINANCIAL HOLDINGS INC., as Guarantor Dated as of December 6, 2023Home Improvement Loan Program Agreement • December 7th, 2023 • Sunlight Financial Holdings Inc. • Finance services • New York
THIS SECOND AMENED AND RESTATED HOME IMPROVEMENT LOAN PROGRAM AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is made and entered into as of December 6, 2023 (the “Effective Date”), by and between CROSS RIVER BANK, an FDIC-insured New Jersey state chartered bank (“Bank”) and SUNLIGHT FINANCIAL LLC, a Delaware limited liability company (“Sunlight”) and SL FINANCIAL HOLDINGS INC., a Delaware corporation (“Guarantor”), amending and restating that certain First Amended and Restated Loan Program Agreement by and between Bank and Sunlight dated as of April 25, 2023 (as amended, restated, supplemented or otherwise modified prior to the date hereof, the “Old Agreement”).
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 7th, 2023 • Sunlight Financial Holdings Inc. • Finance services
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of December 6, 2023 (the “Effective Date”) by and among CROSS RIVER BANK, a New Jersey state-chartered bank (“Bank”), SUNLIGHT FINANCIAL LLC, a Delaware limited liability company (“Borrower”) and SL FINANCIAL HOLDINGS, INC., as guarantor (the “Guarantor”).
Third amendment TO mASTER SERVICES AgreementMaster Services Agreement • December 7th, 2023 • Sunlight Financial Holdings Inc. • Finance services • New York
This THIRD AMENDMENT TO MASTER SERVICES AGREEMENT (this “Amendment”), is effective as of December 6, 2023 (the “Effective Date”), is by and among Cross River Bank, having its principal place of business at 2115 Linwood Avenue, Fort Lee, NJ 07666 (“CRB”), Sunlight Financial LLC, having its principal place of business at 101 N. Tryon Street, Suite 900, Charlotte, NC 28246, in its capacity as administrator for CRB (“Administrator”), and Turnstile Capital Management, LLC, having its principal place of business at 402 West Broadway, 20th Floor, San Diego, CA 92101 (“Vendor”). Administrator, CRB and Vendor may be referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
Sunlight Financial Holdings Inc. STOCKHOLDERS’ AGREEMENT december 6, 2023Stockholders’ Agreement • December 7th, 2023 • Sunlight Financial Holdings Inc. • Finance services • Delaware
THIS STOCKHOLDERS’ AGREEMENT (this “Agreement”) is made and entered into as of December 6, 2023, by and among Sunlight Financial Holdings Inc., a Delaware corporation (the “Company”), each holder of Series A-1 Preferred Stock, $0.001 par value per share, of the Company (“Series A-1 Preferred Stock”) or Series A-2 Preferred Stock, $0.001 par value per share, of the Company (“Series A-2 Preferred Stock”, and together with the Series A-1 Preferred Stock, “Preferred Stock”) listed on Schedule A (together with any subsequent investors or transferees, who become parties hereto as “Investors” pursuant to Sections 19.1(a) or 19.2 below, the “Investors”), and those certain holders of Common Stock of the Company listed on Schedule B (together with any subsequent stockholders, or any transferees, who become parties hereto as “Common Holders” pursuant to Sections 19.1(b) or 19.2 below, the “Common Holders,” and together collectively with the Investors, the “Stockholders”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • December 7th, 2023 • Sunlight Financial Holdings Inc. • Finance services • New York
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made as of December 6, 2023 (the “Effective Date”), by and among Sunlight Financial Holdings Inc., a Delaware corporation (the “Company”), Sunlight Financial, LLC, a Delaware limited liability company (“Sunlight”), and SL Financial Holdings Inc., a Delaware corporation (“SL Holdings” and, together with Sunlight, the “Guarantors”), Cross River Bank, a New Jersey state-chartered bank (the “Purchaser”) and the other Holders (as defined below) from time to time party hereto. Capitalized terms not otherwise defined in this Agreement shall have the meanings ascribed to them in Section 1 below.
EXCLUSIVITY AGREEMENTExclusivity Agreement • December 7th, 2023 • Sunlight Financial Holdings Inc. • Finance services • New York
SECOND AMENDED AND RESTATED HOME IMPROVEMENT LOAN SALE AGREEMENT by and among CROSS RIVER BANK, SUNLIGHT FINANCIAL LLC and SUNLIGHT FINANCIAL LLC, FOR ITSELF AND/OR ON BEHALF OF ANY PERSON EXECUTING A PURCHASER JOINDER AGREEMENT HEREUNDER December 6, 2023Home Improvement Loan Sale Agreement • December 7th, 2023 • Sunlight Financial Holdings Inc. • Finance services • New York
This SECOND AMENDED AND RESTATED HOME IMPROVEMENT LOAN SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of December 6, 2023 (the “Restatement Date”), is made by and between CROSS RIVER BANK, a New Jersey state-chartered bank (“Bank”), SUNLIGHT FINANCIAL LLC, a Delaware limited liability company (“Sunlight”), and Sunlight for itself and on behalf of any Purchaser executing a Purchaser Joinder Agreement (as defined herein) (together with Bank and Sunlight, the “Parties” and each a “Party”), amending and restating that certain Loan Sale Agreement by and among Bank, Sunlight and each purchaser executing a joinder agreement thereunder, dated as of April 25, 2023 (as amended, restated, supplemented or otherwise modified prior to the date hereof, the “Old Agreement”).
