REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 1st, 2011 • Visionary Systems, Inc. • New York
This REGISTRATION RIGHTS AGREEMENT dated June 15, 2010 (the “Agreement”) is entered into by and among Trans Union LLC, a Delaware limited liability company (“Trans Union”) and TransUnion Financing Corporation, a Delaware corporation (“Co-Issuer” and, together with Trans Union, the “Issuers”), the guarantors listed on the signature pages hereto (the “Guarantors”), and J.P. Morgan Securities Inc., Banc of America Securites LLC and Deutsche Bank Securities Inc., as representatives (collectively, the “Representatives”) of the several initial purchasers listed on Schedule 1 hereto (the “Initial Purchasers”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TRANS UNION LLC MAY 5, 2003Limited Liability Company Agreement • March 1st, 2011 • Visionary Systems, Inc. • Delaware
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT dated as of May 5, 2003, among Marmon Holdings, Inc., a Delaware corporation (“MHI”), as the sole Member, and any other Persons who may be admitted as members of Trans Union LLC (the “Company”) and become signatories hereto (the “Members”).
LIMITED LIABILITY COMPANY AGREEMENT OF MEDDATA HEALTH LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • March 1st, 2011 • Visionary Systems, Inc. • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of MEDDATA HEALTH LLC, a Delaware limited liability company (the “Company”), is entered into, and shall be effective as of December 15, 2009, by and between the undersigned parties and all other persons who hereafter shall become members or assignees in accordance with the provisions hereof and who are listed as such on the books and records of the Company, all in accordance with and pursuant to the provisions of the Delaware Limited Liability Company Act (the “Act”).
TRANSUNION CORP. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 1st, 2011 • Visionary Systems, Inc. • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 15, 2010 (the “Effective Date”), is made by and among TRANSUNION CORP., a Delaware corporation (the “Company”), and the Persons identified on Schedule 1 hereto (as amended from time to time as provided in Section 13.1 below, the “Pritzker Stockholders”) and on Schedule 2 hereto (as amended from time to time as provided in Section 13.1 below, the “MDP Stockholders” and together with the Pritzker Stockholders, each, individually, a “Stockholder” and, collectively, the “Stockholders”).
TRANSUNION CORP.Stockholders’ Agreement • March 1st, 2011 • Visionary Systems, Inc. • Delaware
THIS TRANSUNION CORP. 2010 NON-U.S. STOCKHOLDERS’ AGREEMENT, dated as of June 15, 2010 (the “Effective Date”), is made by and among TRANSUNION CORP., a Delaware corporation (the “Company”), each Person identified on Schedule 1 hereto (as amended from time to time as provided in Section 30 below, and in each case including their respective Permitted Transferees, the “Non-U.S. Situs Pritzker Stockholders”), each Person identified on Schedule 2 hereto (as amended from time to time as provided in Section 30 below, and in each case including their respective Permitted Transferees, the “MDP Stockholders”), and any other Person who becomes a party to this Agreement pursuant to the provisions hereof (together with the Non-U.S. Situs Pritzker Stockholders and the MDP Stockholders, each, individually, a “Stockholder” and, collectively, the “Stockholders”). All capitalized terms used without a definition shall have the meaning as specified in Section 1(a).
TRANSUNION CORP.Stockholders’ Agreement • March 1st, 2011 • Visionary Systems, Inc. • Delaware
THIS TRANSUNION CORP. 2010 U.S. STOCKHOLDERS’ AGREEMENT, dated as of June 15, 2010 (the “Effective Date”), is made by and among TRANSUNION CORP., a Delaware corporation (the “Company”), each Person identified on Schedule 1 hereto (as amended from time to time as provided in Section 30 below, and in each case including their respective Permitted Transferees, the “U.S. Situs Pritzker Stockholders”), each Person identified on Schedule 2 hereto (as amended from time to time as provided in Section 30 below, and in each case including their respective Permitted Transferees, the “MDP Stockholders”), and any other Person who becomes a party to this Agreement pursuant to the provisions hereof (together with the U.S. Situs Pritzker Stockholders and the MDP Stockholders, each, individually, a “Stockholder” and, collectively, the “Stockholders”). All capitalized terms used without a definition shall have the meaning as specified in Section 1(a).
TRANSUNION CORP. SEVERANCE AND RESTRICTIVE COVENANT AGREEMENTSeverance and Restrictive Covenant Agreement • March 1st, 2011 • Visionary Systems, Inc. • Illinois
THIS AGREEMENT is made as of June , 2010, between TransUnion Corp, a Delaware corporation (together with all of its current and future direct and indirect subsidiaries, the “Company”), and (the “Executive”). Capitalized terms are defined either in the text of this Agreement or Section 9.
TRANSUNION CORP. MANAGEMENT STOCKHOLDERS’ AGREEMENTManagement Stockholders’ Agreement • March 1st, 2011 • Visionary Systems, Inc. • Delaware
THIS AGREEMENT, dated as of June 15, 2010 (the “Effective Date”), is made by and among TransUnion Corp, a Delaware corporation (the “Company”), each Person identified on Schedule 1 hereto (as amended from time to time as provided in Section 12(k) below, the “MDP Stockholders”), each Person identified on Schedule 2 hereto (as amended from time to time as provided in Section 12(k) below, the “Pritzker Stockholders”), and each Person identified on Schedule 3 hereto (as amended from time to time as provided in Section 12(k) below, the “Management Stockholders”). The MDP Stockholders, the Pritzker Stockholders, and the Management Stockholders are collectively referred to as the “Stockholders”.
