SECOND LIEN COLLATERAL AGREEMENT dated as of March 10, 2021, among franchise group, inc., FRANCHISE GROUP NEWCO PSP, LLC, VALOR ACQUISITION, LLC, FRANCHISE GROUP NEWCO INTERMEDIATE AF, LLC, THE OTHER GRANTORS PARTY HERETO and ALTER DOMUS (US) LLC, as...Second Lien Collateral Agreement • March 15th, 2021 • Franchise Group, Inc. • Patent owners & lessors • New York
SECOND LIEN COLLATERAL AGREEMENT, dated as of March 10, 2021 (this “Agreement”), among FRANCHISE GROUP, INC., a Delaware corporation (“Lead Borrower”), VALOR ACQUISITION, LLC, a Delaware limited liability company (“Valor”), FRANCHISE GROUP NEWCO INTERMEDIATE AF, LLC, a Delaware limited liability company (“NewCo AF”), FRANCHISE GROUP NEWCO PSP, LLC, a Delaware limited liability company (“FG Newco PSP”, and together with Lead Borrower, Valor and NewCo AF, individually and collectively, the “Borrower”), the other GRANTORS from time to time party hereto and ALTER DOMUS (US) LLC, as collateral agent (in such capacity, together with its permitted successors and assigns in such capacity, the “Collateral Agent”).
FIRST LIEN CREDIT AGREEMENT dated as of March 10, 2021 among FRANCHISE GROUP, INC., as a Borrower and Lead Borrower, FRANCHISE GROUP NEWCO PSP, LLC, as a Borrower, VALOR ACQUISITION, LLC, as a Borrower, FRANCHISE GROUP NEWCO INTERMEDIATE AF, LLC, as a...First Lien Credit Agreement • March 15th, 2021 • Franchise Group, Inc. • Patent owners & lessors • Delaware
FIRST LIEN CREDIT AGREEMENT, dated as of March 10, 2021 (this “Agreement”), among FRANCHISE GROUP, INC., a Delaware corporation (“Lead Borrower”), FRANCHISE GROUP NEWCO PSP, LLC, a Delaware limited liability company (“FG Newco PSP”), VALOR ACQUISITION, LLC, a Delaware limited liability company (“Valor”), FRANCHISE GROUP NEWCO INTERMEDIATE AF, LLC, a Delaware limited liability company (“FG Newco Intermediate AF”, and together with Lead Borrower, FG Newco PSP and Valor, individually and collectively, the “Borrower”), the Lenders from time to time party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent and as Collateral Agent.
FIRST LIEN COLLATERAL AGREEMENT dated as of March 10, 2021, among franchise group, inc., FRANCHISE GROUP NEWCO PSP, LLC, VALOR ACQUISITION, LLC, FRANCHISE GROUP NEWCO INTERMEDIATE AF, LLC, THE OTHER GRANTORS PARTY HERETO and JPMORGAN CHASE BANK, N.A.,...First Lien Collateral Agreement • March 15th, 2021 • Franchise Group, Inc. • Patent owners & lessors • New York
FIRST LIEN COLLATERAL AGREEMENT, dated as of March 10, 2021 (this “Agreement”), among FRANCHISE GROUP, INC., a Delaware corporation (“Lead Borrower”), VALOR ACQUISITION, LLC, a Delaware limited liability company (“Valor”), FRANCHISE GROUP NEWCO INTERMEDIATE AF, LLC, a Delaware limited liability company (“NewCo AF”), FRANCHISE GROUP NEWCO PSP, LLC, a Delaware limited liability company (“FG Newco PSP”, and together with Lead Borrower, Valor, and NewCo AF, individually and collectively, the “Borrower”), the other GRANTORS from time to time party hereto and JPMORGAN CHASE BANK, N.A., as Collateral Agent (in such capacity, together with its permitted successors and assigns in such capacity, the “Collateral Agent”).
SECOND LIEN CREDIT AGREEMENT dated as of March 10, 2021 among FRANCHISE GROUP, INC., as a Borrower and Lead Borrower, FRANCHISE GROUP NEWCO PSP, LLC, as a Borrower, VALOR ACQUISITION, LLC, as a Borrower, FRANCHISE GROUP NEWCO INTERMEDIATE AF, LLC, as...Second Lien Credit Agreement • March 15th, 2021 • Franchise Group, Inc. • Patent owners & lessors • Delaware
SECOND LIEN CREDIT AGREEMENT, dated as of March 10, 2021 (this “Agreement”), among FRANCHISE GROUP, INC., a Delaware corporation (“Lead Borrower”), FRANCHISE GROUP NEWCO PSP, LLC, a Delaware limited liability company (“FG Newco PSP”), VALOR ACQUISITION, LLC, a Delaware limited liability company (“Valor”) and FRANCHISE GROUP NEWCO INTERMEDIATE AF, LLC, a Delaware limited liability company (“FG Newco Intermediate AF”, and together with Lead Borrower, FG Newco PSP and Valor, individually and collectively, the “Borrower”), the Lenders from time to time party hereto and ALTER DOMUS (US) LLC, as Administrative Agent and as Collateral Agent.
SECOND LIEN GUARANTEE AGREEMENT dated as of March 10, 2021, among franchise group, inc., FRANCHISE GROUP NEWCO PSP, LLC, THE OTHER GUARANTORS FROM TIME TO TIME PARTY HERETO and ALTER DOMUS (US) LLC, as Administrative AgentSecond Lien Guarantee Agreement • March 15th, 2021 • Franchise Group, Inc. • Patent owners & lessors • New York
FIRST LIEN GUARANTEE AGREEMENT dated as of March 10, 2021, among franchise group, inc., VALOR ACQUISITION, LLC, FRANCHISE GROUP NEWCO INTERMEDIATE AF, LLC, FRANCHISE GROUP NEWCO PSP, LLC, THE OTHER GUARANTORS FROM TIME TO TIME PARTY HERETO and...First Lien Guarantee Agreement • March 15th, 2021 • Franchise Group, Inc. • Patent owners & lessors • New York
SECOND AMENDED AND RESTATED GUARANTY AGREEMENTGuaranty Agreement • March 15th, 2021 • Franchise Group, Inc. • Patent owners & lessors • New York
THIS SECOND AMENDED AND RESTATED GUARANTY AGREEMENT (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Guaranty”) dated as of March 10, 2021, is made by each of the undersigned identified on the signature page hereto as guarantors (together with any other entity that may become a party hereto as provided herein, each a “Guarantor”, and collectively, the “Guarantors”), in favor of JPMORGAN CHASE BANK, N.A., a national banking association, in its capacity as agent (in such capacity, “Agent”) for the Lenders (as defined below) (Agent and the other Secured Parties (as defined in the Loan Agreement (as defined below)), collectively, the “Beneficiaries”).
ContractPledge Agreement • March 15th, 2021 • Franchise Group, Inc. • Patent owners & lessors • New York
Notwithstanding anything herein to the contrary, the lien and security interest granted to Agent (as hereinafter defined) pursuant to this Third Amended and Restated Pledge Agreement and the exercise of any right or remedy by Agent hereunder are subject to the provisions of the Intercreditor Agreement (as defined in the Loan Agreement (as hereinafter defined)). In the event of any express conflict between the terms of the Intercreditor Agreement and this Third Amended and Restated Pledge Agreement, the terms of the Intercreditor Agreement shall control to the extent set forth therein.
