EMPLOYMENT AGREEMENTEmployment Agreement • September 3rd, 2020 • Insurance Acquisition Corp. • Retail-auto dealers & gasoline stations • Delaware
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on ___________, 2020, effective as of the effective time of the Merger (as defined below) (the “Effective Date”) by and among the Company (as defined below), Shift Platform, Inc. (f/k/a Shift Technologies, Inc.) (“Shift”) and George Arison (the “Executive”), collectively referred to herein as the “Parties.”
SHIFT TECHNOLOGIES, INC. RSU AGREEMENT2020 Omnibus Equity Compensation Plan • September 3rd, 2020 • Insurance Acquisition Corp. • Retail-auto dealers & gasoline stations • Delaware
THIS AGREEMENT (this “Agreement”), dated _____________, 2020 (the “Date of Grant”), between Shift Technologies, Inc., a Delaware corporation (the “Company”), and George Arison (“Grantee”), is made pursuant and subject to the provisions of the Company’s 2020 Omnibus Equity Compensation Plan (the “Plan”), a copy of which has been made available to the Grantee. All capitalized terms used herein that are not otherwise defined in this Agreement have the same meaning given to them in the Plan.
FORM OF AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 3rd, 2020 • Insurance Acquisition Corp. • Retail-auto dealers & gasoline stations • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [__________], 2020, is made and entered into by and among each of Insurance Acquisition Corp., a Delaware corporation (the “Company”), Insurance Acquisition Sponsor, LLC, a Delaware limited liability company, and Dioptra Advisors, LLC, a Delaware limited liability company (collectively, the “Sponsor”), Cantor Fitzgerald & Co., a New York general partnership (“Cantor”) and the other Initial Stockholders (as defined below) and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement (each, a “Holder” and collectively, the “Holders”).
AMENDMENT NUMBER 4 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 3rd, 2020 • Insurance Acquisition Corp. • Retail-auto dealers & gasoline stations
This Amendment Number 4 to Loan and Security Agreement dated as of April 17, 2020, among U.S. BANK NATIONAL ASSOCIATION (“Bank”) and SHIFT TECHNOLOGIES, INC., a Delaware corporation (“STI”) and SHIFT OPERATIONS LLC, a Delaware limited liability company (“SOL”), as co-obligors and co-borrowers and not as accommodation parties (unless otherwise specified herein, STI and SOL are each individually a “Borrower” and collectively the “Borrowers”) (this “Amendment”) amends the Loan and Security Agreement among Borrowers and Bank dated as of October 11, 2018, which has been amended by amendments dated February 14, 2019, September 24, 2019 and November 29, 2019 (collectively, the “Loan Agreement”).
AMENDMENT NUMBER 2 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 3rd, 2020 • Insurance Acquisition Corp. • Retail-auto dealers & gasoline stations
This Amendment Number 2 to Loan and Security Agreement dated as of September 24, 2019, among U.S. BANK NATIONAL ASSOCIATION (“Bank”) and SHIFT TECHNOLOGIES, INC., a Delaware corporation (“STI”) and SHIFT OPERATIONS LLC, a Delaware limited liability company (“SOL”), as co-obligors and co-borrowers and not as accommodation parties (unless otherwise specified herein, STI and SOL are each individually a “Borrower” and collectively the “Borrowers”) (this “Amendment”) amends the Loan and Security Agreement among Borrowers and Bank dated as of October 11, 2018, which has been amended by an amendment dated February 14, 2019 (collectively, the “Loan Agreement”).
AMENDMENT NUMBER 3 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 3rd, 2020 • Insurance Acquisition Corp. • Retail-auto dealers & gasoline stations
This Amendment Number 3 to Loan and Security Agreement dated as of November 29, 2019, among U.S. BANK NATIONAL ASSOCIATION (“Bank”) and SHIFT TECHNOLOGIES, INC., a Delaware corporation (“STI”) and SHIFT OPERATIONS LLC, a Delaware limited liability company (“SOL”), as co-obligors and co-borrowers and not as accommodation parties (unless otherwise specified herein, STI and SOL are each individually a “Borrower” and collectively the “Borrowers”) (this “Amendment”) amends the Loan and Security Agreement among Borrowers and Bank dated as of October 11, 2018, which has been amended by amendments dated February 14, 2019 and September 24, 2019 (collectively, the “Loan Agreement”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 3rd, 2020 • Insurance Acquisition Corp. • Retail-auto dealers & gasoline stations • Oregon
This Loan and Security Agreement (the “Agreement”) dated as of October 11, 2018, is among U.S. BANK NATIONAL ASSOCIATION, a national banking association (“Bank”) and SHIFT TECHNOLOGIES, INC., a Delaware corporation (“STI”) and SHIFT OPERATIONS LLC, a Delaware limited liability company (“SOL”), as co-obligors and co-borrowers and not as accommodation parties (unless otherwise specified herein, STI and SOL are each individually a “Borrower” and collectively the “Borrowers”).
AMENDMENT NUMBER 1 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 3rd, 2020 • Insurance Acquisition Corp. • Retail-auto dealers & gasoline stations
This Amendment Number 1 to Loan and Security Agreement dated as of February 14, 2019, among U.S. BANK NATIONAL ASSOCIATION (“Bank”) and SHIFT TECHNOLOGIES, INC., a Delaware corporation (“STI”) and SHIFT OPERATIONS LLC, a Delaware limited liability company (“SOL”), as co-obligors and co-borrowers and not as accommodation parties (unless otherwise specified herein, STI and SOL are each individually a “Borrower” and collectively the “Borrowers”) (this “Amendment”) amends the Loan and Security Agreement among Borrowers and Bank dated as of October 11, 2018 (the “Loan Agreement”).
AMENDED AND RESTATED DELAYED DRAW TERM LOAN AGREEMENT dated as of October 18, 2019 among SHIFT TECHNOLOGIES, INC., SHIFT OPERATIONS LLC, and SHIFT FINANCE, LLC, as Borrowers, and LITHIA MOTORS, INC., as LenderDelayed Draw Term Loan Agreement • September 3rd, 2020 • Insurance Acquisition Corp. • Retail-auto dealers & gasoline stations • Oregon
This AMENDED AND RESTATED DELAYED DRAW TERM LOAN AGREEMENT, dated as of October 18, 2019 (the “Restatement Date”), is by and among SHIFT TECHNOLOGIES, INC., a Delaware corporation (“Shift Technologies”), SHIFT OPERATIONS LLC, a Delaware limited liability company, and SHIFT FINANCE, LLC (each a “Borrower” and together with any other person that becomes a Borrower hereunder pursuant to Section 7.04(b), the “Borrowers”), and LITHIA MOTORS, INC., an Oregon corporation (“Lender”).
