AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT Dated as of November 14, 2014 among VARIOUS ENTITIES LISTED ON SCHEDULE I, as the initial Originators ANY OTHER ENTITIES THAT BECOME A PARTY HERETO AS ORIGINATORS FROM TIME TO TIME and FLEETCOR FUNDING LLCPurchase and Sale Agreement • March 2nd, 2015 • Fleetcor Technologies Inc • Services-business services, nec • New York
THIS AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of November 14, 2014 is entered into by and among the VARIOUS ENTITIES LISTED ON SCHEDULE I HERETO (each, an “Originator”; and collectively, “Originators”), and FLEETCOR FUNDING LLC, a Delaware limited liability company (the “Company”).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • March 2nd, 2015 • Fleetcor Technologies Inc • Services-business services, nec • Delaware
This INVESTOR RIGHTS AGREEMENT, dated as of November 14, 2014 (this “Agreement”), is entered into by and among Ceridian LLC, a Delaware limited liability company (“Ceridian”), (together with any Permitted Transferees who become parties to this Agreement through the execution of a counterpart signature page, the “Holders”), Ceridian, as representative for the Holders (the “Holder Representative”), and FleetCor Technologies, Inc., a Delaware corporation (“Parent”).
RECEIVABLES PURCHASE AND SALE AGREEMENT Dated as of November 14, 2014 among COMDATA TN, INC. and COMDATA NETWORK, INC. OF CALIFORNIA, as the Sellers and COMDATA INC. as BuyerReceivables Purchase and Sale Agreement • March 2nd, 2015 • Fleetcor Technologies Inc • Services-business services, nec • New York
This RECEIVABLES PURCHASE AND SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of November 14, 2014 is entered into by and among COMDATA TN, INC., a Tennessee corporation, COMDATA NETWORK INC. OF CALIFORNIA, a California corporation (each, a “Seller”; and collectively, “Sellers”), and COMDATA INC., a Delaware corporation (the “Buyer”).
AMENDED AND RESTATED PERFORMANCE GUARANTYPerformance Guaranty • March 2nd, 2015 • Fleetcor Technologies Inc • Services-business services, nec • New York
This AMENDED AND RESTATED PERFORMANCE GUARANTY (as amended, restated, supplemented or otherwise modified from time to time, this “Performance Guaranty”), dated as of November 14, 2014, is made by FLEETCOR TECHNOLOGIES, INC., a corporation organized under the laws of the state of Delaware (“Holdings”), and FLEETCOR TECHNOLOGIES OPERATING COMPANY, LLC, a limited liability company organized under the laws of the state of Georgia (“FleetCor”) (together, FleetCor and Holdings are each a “Performance Guarantor” and collectively the “Performance Guarantors”), in favor of PNC BANK, NATIONAL ASSOCIATION (“PNC”), as administrator (the “Administrator”) for the benefit of the Purchasers (and their assigns) under the Receivables Purchase Agreement (as defined below).
