REGISTRATION RIGHTS AGREEMENT by and among EVERTEC, LLC, EVERTEC FINANCE CORP., Guarantors Listed on Schedule I hereto and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED as Representative of the Initial Purchasers Dated as of May 7, 2012Registration Rights Agreement • May 10th, 2012 • Evertec, LLC • Services-business services, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 7, 2012, by and among EVERTEC, LLC, a Puerto Rico limited liability company (the “Company”), EVERTEC Finance Corp., a Puerto Rico corporation (the “Co-Issuer”, and together with the Company, the “Issuers”), and the guarantors signatory hereto (collectively, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), as representative of the several initial purchasers (collectively, the “Initial Purchasers” named on schedule A to the Purchase Agreement), each of whom has agreed to purchase the Issuers’ 11 % Senior Notes due 2018 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
SUPPLEMENTAL INDENTURE NO. 2Supplemental Indenture • May 10th, 2012 • Evertec, LLC • Services-business services, nec • New York
SUPPLEMENTAL INDENTURE No. 2 (this “Supplemental Indenture”), dated as of May 7, 2012 among EVERTEC, LLC, a Puerto Rico limited liability company (formerly known as EVERTEC, Inc, the “Issuer”), EVERTEC Finance Corp., a Puerto Rico corporation and Wholly-Owned Subsidiary of the Issuer (“Finance Corp” and, together with the Issuer, the “Co-Issuers”), the Guarantors (as defined in the Indenture (as defined below)) and Wilmington Trust, National Association (as successor by merger to Wilmington Trust FSB), as trustee under the Indenture referred to below (the “Trustee”).
AMENDMENT NO. 2 TO CREDIT AGREEMENTIncremental Assumption Agreement • May 10th, 2012 • Evertec, LLC • Services-business services, nec • New York
AMENDMENT NO. 2, dated as of May 9, 2012 (this “Amendment”), to the Credit Agreement, dated as of September 30, 2010, as amended prior to the date hereof (as further amended, amended and restated, modified or supplemented from time to time, the “Credit Agreement”), among EVERTEC, LLC (formerly EVERTEC, Inc.) (the “Borrower”), CARIB HOLDINGS, LLC (formerly, Carib Holdings, Inc.) (“Holdings”), the lenders from time to time party thereto (the “Lenders”) and BANK OF AMERICA, N.A., as administrative agent and collateral agent (in such capacity, the “Administrative Agent”), Swingline Lender and L/C Issuer. Terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement unless otherwise defined herein.
INCREMENTAL ASSUMPTION AGREEMENTIncremental Assumption Agreement • May 10th, 2012 • Evertec, LLC • Services-business services, nec • New York
INCREMENTAL ASSUMPTION AGREEMENT, dated as of May 9, 2012 (this “Agreement”), by and among each person identified on the signature pages hereof as an Incremental Term Lender (each, an “Incremental Term Lender” and, collectively, the “Incremental Term Lenders”), EVERTEC, LLC. (formerly EVERTEC, INC.) (the “Borrower”), and Bank of America, N.A. (the “Administrative Agent”).
SUPPLEMENTAL INDENTURE NO. 3Supplemental Indenture • May 10th, 2012 • Evertec, LLC • Services-business services, nec • New York
SUPPLEMENTAL INDENTURE No. 3 (this “Supplemental Indenture”), dated as of May 7, 2012 among EVERTEC, LLC, a Puerto Rico limited liability company (formerly known as EVERTEC, Inc., the “Issuer”), EVERTEC Finance Corp., a Puerto Rico corporation and Wholly-Owned Subsidiary of the Issuer, as Co-Issuer (“Finance Corp” and, together with the Issuer, the “Co-Issuers”), the guarantors listed on the signature page hereto (the “Guarantors”) and Wilmington Trust, National Association (as successor by merger to Wilmington Trust FSB), as trustee under the Indenture referred to below (the “Trustee”).
