SUBORDINATION AGREEMENTSubordination Agreement • May 1st, 2018 • RumbleON, Inc. • Services-computer programming services • Nevada
This Subordination Agreement is made as of April 30, 2018 by and among the undersigned creditors (collectively, “Creditors”, and each, a “Creditor”), RUMBLEON, INC., a Nevada corporation (“Parent”), NEXTGEN PRO, LLC, a Delaware limited liability company (“NextGen Pro”), RMBL MISSOURI, LLC, a Delaware limited liability company (“RMBL Missouri”), RMBL TEXAS, LLC, a Delaware limited liability company (“RMBL Texas”), and each of their Qualified Subsidiaries from time to time party hereto (together with Parent, NextGen Pro, RMBL Missouri and RMBL Texas, individually, each, a “Borrower”, and collectively, “Borrowers”), and HERCULES CAPITAL, INC. (“Agent”), in its capacity as administrative agent for itself and Lender (as defined in the Loan Agreement (as defined below)).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 1st, 2018 • RumbleON, Inc. • Services-computer programming services • California
THIS LOAN AND SECURITY AGREEMENT is made and dated as of April 30, 2018 and is entered into by and among RUMBLEON, INC., a Nevada corporation (“Parent”), NEXTGEN PRO, LLC, a Delaware limited liability company (“NextGen Pro”), RMBL MISSOURI, LLC, a Delaware limited liability company (“RMBL Missouri”), RMBL TEXAS, LLC, a Delaware limited liability company (“RMBL Texas”), and each of their Qualified Subsidiaries from time to time party hereto (together with Parent, NextGen Pro, RMBL Missouri and RMBL Texas, individually, each, a “Borrower”, and collectively, “Borrowers”), the several banks and other financial institutions or entities from time to time parties to this Agreement (collectively, “Lender”) and HERCULES CAPITAL, INC., a Maryland corporation, in its capacity as administrative agent and collateral agent for Lender (in such capacity, “Agent”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • May 1st, 2018 • RumbleON, Inc. • Services-computer programming services • California
THIS INTERCREDITOR AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of April 30, 2018, by and between (a) HERCULES CAPITAL, INC., a Maryland corporation, in its capacity as administrative agent under the Hercules Loan Agreement, as defined below (“Hercules”), and (b) ALLY BANK (“Ally Bank”), and ALLY FINANCIAL INC. (“Ally Financial”, and together with Ally Bank, collectively, the “Ally Parties”), as lenders under the Ally Financing Agreement, as defined below. Hercules and the Ally Parties are each sometimes referred to herein individually as a “Lender” and collectively as “Lenders”.
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • May 1st, 2018 • RumbleON, Inc. • Services-computer programming services
This Intellectual Property Security Agreement (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”) is entered into as of April 30, by and among HERCULES CAPITAL, INC., a Maryland corporation (“Agent”), and RUMBLEON, INC., a Nevada corporation, and NEXTGEN PRO, LLC, a Delaware limited liability company (collectively, “Grantors”, and each, a “Grantor”).
SUBORDINATION AGREEMENTSecurity Agreement • May 1st, 2018 • RumbleON, Inc. • Services-computer programming services • Maryland
This Subordination Agreement is made as of April 30, 2018 by and among HALCYON CONSULTING, LLC (“Creditor”), RUMBLEON, INC., a Nevada corporation (“Parent”), NEXTGEN PRO, LLC, a Delaware limited liability company (“NextGen Pro”), RMBL MISSOURI, LLC, a Delaware limited liability company (“RMBL Missouri”), RMBL TEXAS, LLC, a Delaware limited liability company (“RMBL Texas”), and each of their Qualified Subsidiaries from time to time party hereto (together with Parent, NextGen Pro, RMBL Missouri and RMBL Texas, individually, each, a “Borrower”, and collectively, “Borrowers”), and HERCULES CAPITAL, INC. (“Agent”), in its capacity as administrative agent for itself and Lender (as defined in the Loan Agreement (as defined below)).
