CREDIT AGREEMENT Dated as of September 28, 2005 among FIRST ADVANTAGE CORPORATION, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, LASALLE BANK NATIONAL ASSOCIATION, as Syndication Agent, WACHOVIA...Credit Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of September 28, 2005, among FIRST ADVANTAGE CORPORATION, a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), LASALLE BANK NATIONAL ASSOCIATION, as Syndication Agent, WACHOVIA BANK, NATIONAL ASSOCIATION and SUNTRUST BANK, as Co-Documentation Agents and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
NOTEFirst Advantage Corp • November 10th, 2005 • Services-business services, nec
FOR VALUE RECEIVED, the undersigned (the “Borrower”), hereby promises to pay to SUNTRUST BANK or registered assigns (the “Lender”), in accordance with the provisions of the Agreement (as hereinafter defined), the principal amount of each Loan from time to time made by the Lender to the Borrower under that certain Credit Agreement, dated as of September 28, 2005 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Agreement;” the terms defined therein being used herein as therein defined), among the Borrower, the Lenders from time to time party thereto, LaSalle Bank National Association, as Syndication Agent, Wachovia Bank, National Association and SunTrust Bank, as Co-Documentation Agents and Bank of America, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender.
AMENDED AND RESTATED MASTER TRANSFER AGREEMENT among THE FIRST AMERICAN CORPORATION, FIRST AMERICAN REAL ESTATE INFORMATION SERVICES, INC., FIRST AMERICAN REAL ESTATE SOLUTIONS, LLC, FADV HOLDINGS LLC, and FIRST ADVANTAGE CORPORATIONMaster Transfer Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec • New York
This AMENDED AND RESTATED MASTER TRANSFER AGREEMENT (as the same may be amended, modified and supplemented from time to time, this “Agreement”) is entered into as of June 20, 2005 by and among THE FIRST AMERICAN CORPORATION, a California corporation (“First American”); FIRST AMERICAN REAL ESTATE INFORMATION SERVICES, INC., a California corporation (“FAREISI”); FIRST AMERICAN REAL ESTATE SOLUTIONS, LLC, a California limited liability company (“FARES”); FADV HOLDINGS LLC, a Delaware limited liability company (“Newco”); and FIRST ADVANTAGE CORPORATION, a Delaware corporation (“FADV”; First American, FAREISI, FARES, Newco and First Advantage are each a “Party” and are collectively the “Parties”).
REIMBURSEMENT AGREEMENTReimbursement Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec • California
This REIMBURSEMENT AGREEMENT (this “Agreement”) is entered into as of October 11, 2005 by and between THE FIRST AMERICAN CORPORATION, a California corporation (“First American”), and FIRST ADVANTAGE CORPORATION, a Delaware corporation (“First Advantage”).
AMENDED AND RESTATED SERVICES AGREEMENTServices Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec • California
This AMENDED AND RESTATED SERVICES AGREEMENT is entered into as of [ ], 2005 (this “Agreement”), between THE FIRST AMERICAN CORPORATION, a California corporation (“First American”), and FIRST ADVANTAGE CORPORATION, a Delaware corporation (the “Company”; First American and the Company are each referred to herein as a “Party” and collectively, as the “Parties”).
CONTRIBUTION AGREEMENT between FIRST AMERICAN REAL ESTATE SOLUTIONS, LLC and FIRST ADVANTAGE CORPORATIONContribution Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec • New York
This CONTRIBUTION AGREEMENT (as the same may be amended, modified and supplemented from time to time, this “Agreement”) is entered into as of [ ], 2005 by and between FIRST AMERICAN REAL ESTATE SOLUTIONS, LLC, a California limited liability company (“Contributor”), and FIRST ADVANTAGE CORPORATION, a Delaware corporation (“FADV”; Contributor and FADV are each a “Party” and are collectively the “Parties”).
OUTSOURCING AGREEMENTOutsourcing Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec • California
This OUTSOURCING AGREEMENT (this “Agreement”) is entered into as of [ ] 2005 between FIRST AMERICAN REAL ESTATE SOLUTIONS, LLC, a California limited liability company (including, for the avoidance of doubt, the Division (as defined below), “FARES”), and FIRST ADVANTAGE CORPORATION, a Delaware corporation (“FADV”).
SECURITY AGREEMENTSecurity Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec • New York
This SECURITY AGREEMENT, dated as of September 28, 2005 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by FIRST ADVANTAGE CORPORATION, a Delaware corporation (the “Borrower”), and each of the other Persons (such capitalized term and all other capitalized terms not otherwise defined herein to have the meanings provided for in Article I) listed on the signature pages hereof (such other Persons, together with the Additional Grantors (as defined in Section 7.2(b)) and the Borrower are collectively referred to as the “Grantors” and individually as a “Grantor”), in favor of BANK OF AMERICA, N.A., as administrative and collateral agent (in such capacity, the “Administrative Agent”) for each of the Secured Parties.
EQUIPMENT SUBLEASE AGREEMENTEquipment Sublease Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec
THIS EQUIPMENT SUBLEASE AGREEMENT (this “Sublease Agreement”) is made as of the [ ] day of [ ], 2005, by and between FIRST AMERICAN REAL ESTATE SOLUTIONS, LLC, a California limited liability company (hereinafter referred to as “Lessee”) and [insert FADV subsidiary that will hold CIG] (hereinafter referred to as “Sublessee”).
CONTRIBUTION AGREEMENT among THE FIRST AMERICAN CORPORATION, FIRST AMERICAN REAL ESTATE INFORMATION SERVICES, INC., and FIRST ADVANTAGE CORPORATIONContribution Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec • New York
This CONTRIBUTION AGREEMENT (as the same may be amended, modified and supplemented from time to time, this “Agreement”) is entered into as of [ ], 2005 by and among THE FIRST AMERICAN CORPORATION, a California corporation (“First American”); FIRST AMERICAN REAL ESTATE INFORMATION SERVICES, INC., a California corporation (“FAREISI”); and FIRST ADVANTAGE CORPORATION, a Delaware corporation (“FADV”; First American, FAREISI, and FADV are each a “Party” and are collectively the “Parties”).
FIRST ADVANTAGE CORPORATION AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec
THIS AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (the “Amendment”) is entered into as of November 1, 2005 by and among First Advantage Corporation, a Delaware corporation (the “Company”), Experian Information Solutions, Inc. (“Experian”), an Ohio corporation, and Experian Affiliate Acquisition LLC (“EAA”).
SUBSIDIARY GUARANTY AGREEMENTSubsidiary Guaranty Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec • New York
This SUBSIDIARY GUARANTY AGREEMENT, dated as of September 28, 2005 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by each of the Persons (such capitalized term and all other capitalized terms not otherwise defined herein to have the meanings provided for in Article I) listed on the signature pages hereof (such Persons, together with the Additional Guarantors (as defined in Section 5.6) are collectively referred to as the “Guarantors” and individually as a “Guarantor”), in favor of BANK OF AMERICA, N.A., as administrative and collateral agent (in such capacity, the “Administrative Agent”) for each of the Secured Parties.
PLEDGE AGREEMENTPledge Agreement • November 10th, 2005 • First Advantage Corp • Services-business services, nec • New York
This PLEDGE AGREEMENT, dated as of September 28, 2005 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by FIRST ADVANTAGE CORPORATION, a Delaware corporation (the “Borrower”), and each of the other Persons (such capitalized term and all other capitalized terms not otherwise defined herein to have the meanings provided for in Article I) listed on the signature pages hereof (such other Persons, together with the Additional Pledgors (as defined in Section 7.2(b)) and the Borrower, are collectively referred to as the “Pledgors” and individually as a “Pledgor”), in favor of BANK OF AMERICA, N.A., as administrative and collateral agent (in such capacity, the “Administrative Agent”) for each of the Secured Parties.
