0001564590-20-015749 Sample Contracts

REGISTRATION RIGHTS AGREEMENT dated as of January 16, 2020 by and among VELOCITY FINANCIAL, INC. and each of the other parties signatory hereto
Registration Rights Agreement • April 7th, 2020 • Velocity Financial, Inc. • Finance services • Delaware
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STOCKHOLDERS AGREEMENT by and among VELOCITY FINANCIAL, INC. AND THE OTHER PARTIES NAMED HEREIN
Stockholders Agreement • April 7th, 2020 • Velocity Financial, Inc. • Finance services • Delaware

This STOCKHOLDERS AGREEMENT (as amended, supplemented or restated from time to time, this “Agreement”) is entered into as of January 16, 2020, by and among (i) Velocity Financial, Inc., a Delaware corporation (the “Company”), (ii) Snow Phipps Group AIV L.P. (“SP AIV”), Snow Phipps Group AIV (Offshore) L.P. (“SP AIV Offshore”), SPG Co-Investment, L.P. (“SP Co-Invest”), Snow Phipps Group (B), L.P. (“SPB”) and Snow, Phipps Group (RPV), L.P. (“SP RPV”); (iii) TOBI III SPE I LLC (“TOBI”) and (iv) Christopher D. Farrar (the “Founder”).

AMENDMENT NO. 2 TO CREDIT AGREEMENT
Credit Agreement • April 7th, 2020 • Velocity Financial, Inc. • Finance services • New York

AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”), entered into as of February 5, 2020, among VELOCITY FINANCIAL, INC., a Delaware corporation (“Parent”), VELOCITY COMMERCIAL CAPITAL, LLC, a California limited liability company (the “Borrower”), VELOCITY COMMERCIAL RESOURCES, LLC, a California limited liability company (the “Guarantor”), the Lenders party hereto and OWL ROCK CAPITAL CORPORATION (“Owl Rock”), in its capacity as the Administrative Agent.

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