RCS Capital Corp Contracts & Agreements

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SUPERPRIORITY SECURED DEBTOR-IN-POSSESSION TERM LOAN AGREEMENT dated as of February 8,2016 among RCS CAPITALCORPORATION, a Debtor and Debtor in Possession under Chapter 11 of the...
Loan Agreements
RCS Capital Corp
2016
RESTRUCTURING SUPPORT AGREEMENT
RCS Capital Corp
2016
forbearanceagreement to Firstlien credit agreement
Credit Agreements
RCS Capital Corp
2016
forbearanceagreement to SECONDlien credit agreement
Credit Agreements
RCS Capital Corp
2016
forbearanceagreement to INDENTUREGOVERNING THE LUXOR CONVERTIBLE NOTES
Note Agreements
RCS Capital Corp
NY
2016
forbearanceagreement to SENIORUNSECURED PROMISSORY NOTES
Note Agreements
RCS Capital Corp
NY
2016
RCS CAPITAL CORPORATION 405 PARK AVENUE, NEW YORK,NY 10022 T: (212) 415-6500 F: (212 ###-###-####
RCS Capital Corp
2015
AMENDEDAND RESTATED MEMBERSHIPINTEREST PURCHASE AGREEMENT by and among RCS CAPITAL CORPORATION, RCS CAPITAL HOLDINGS, LLC and APOLLO MANAGEMENT HOLDINGS, L.P. Dated as of November...
Purchase Agreements
RCS Capital Corp
2015
NOTE PURCHASE AND CLASS B SHARE AGREEMENT
Share Agreements
RCS Capital Corp
DE
2015
NOTE PURCHASE AGREEMENT
Note Agreements
RCS Capital Corp
DE
2015
SERIES D-1 SHARES AGREEMENT
RCS Capital Corp
2015
RELEASE
Release Agreements
RCS Capital Corp
2015
ARTICLE I Amendment No. 2 Effective Date Amendments
RCS Capital Corp
NY
2015
ARTICLE I Amendment No. 2 Effective Date Amendments
RCS Capital Corp
2015
W I T N E S S E T H:
RCS Capital Corp
2015
REGISTRATION RIGHTS AGREEMENT dated as of August 19, 2015 between RCSCAPITAL CORPORATION and LUXOR CAPITAL PARTNERS, LP and certain of its affiliates.
Registration Rights Agreements
RCS Capital Corp
NY
2015
REGISTRATION RIGHTS AGREEMENT dated as of August 19, 2015 between RCS CAPITAL CORPORATION and APOLLO PRINCIPAL HOLDINGS I, L.P.
Registration Rights Agreements
RCS Capital Corp
NY
2015
MEMBERSHIPINTEREST PURCHASE AGREEMENT by and among RCS CAPITAL CORPORATION, RCS CAPITAL HOLDINGS, LLC and APOLLO MANAGEMENT HOLDINGS, L.P. Dated as of August 6, 2015
Purchase Agreements
RCS Capital Corp
DE
2015
THIRD AMENDMENT TO RCS CAPITAL CORPORATION EQUITY PLAN
RCS Capital Corp
2015
InvestmentAGREEMENT by and between Apollomanagement holdings, l.p., and rcscapital corporation Dated as of August 6, 2015
Investment Agreements
RCS Capital Corp
2015
INVESTMENTAGREEMENT by and between EACHINVESTOR IDENTIFIED ON THE SIGNATURE PAGES HERETO (THE “INVESTOR”), AND rcscapital corporation Dated as of August 6, 2015
Investment Agreements
RCS Capital Corp
2015
TERMINATION AGREEMENT
Termination Agreements
RCS Capital Corp
DE
2015
ARTICLE I Amendments
RCS Capital Corp
NY
2015
ARTICLE I Amendments
RCS Capital Corp
2015
THIRD AMENDMENT TO SERVICES AGREEMENT
Services Agreements
RCS Capital Corp
2015
FIRST AMENDMENT TO SERVICES AGREEMENT
Services Agreements
RCS Capital Corp
NY
2015
FIRST AMENDMENT TO SERVICES AGREEMENT
Services Agreements
RCS Capital Corp
2015
SECOND AMENDMENT TO SERVICES AGREEMENT
Services Agreements
RCS Capital Corp
2015
AMENDMENT NO. 2 TO AMENDED AND RESTATED 2013 MULTI-YEAR OUTPERFORMANCE AGREEMENT
RCS Capital Corp
2015
AMENDMENT NO. 1 TO PUT & CALL AGREEMENT
RCS Capital Corp
2015
Term Sheet (“Term Sheet”)
Term Sheets
RCS Capital Corp
2015
RCS CAPITAL CORPORATION (a Delaware corporation) 24,000,000 Shares of Class A Common Stock UNDERWRITING AGREEMENT
Underwriting Agreements
RCS Capital Corp
2015
REDEMPTION AND EXCHANGE AGREEMENT
Exchange Agreements
RCS Capital Corp
2015
THIRD SUPPLEMENTAL INDENTURE Dated as of January 30, 2015 TO THE INDENTURE Dated as of April 29, 2014 by RCS CAPITAL CORPORATION, as Issuer and WILMINGTON TRUST, NATIONAL...
Indenture Agreements
RCS Capital Corp
2015
SECURITIES EXCHANGE AGREEMENT among RCS Capital Corporation and Luxor Capital Partners, LP and certain other Investors identified herein Dated as of December 12, 2014
Exchange Agreements
RCS Capital Corp
2014
SECOND SUPPLEMENTAL INDENTURE Dated as of August 1, 2014 TO THE INDENTURE Dated as of April 29, 2014 by RCS CAPITAL CORPORATION, as Issuer and WILMINGTON TRUST, NATIONAL...
Indenture Agreements
RCS Capital Corp
2014
AMENDMENT NO. 2 TO SECURITIES PURCHASE AGREEMENT
Purchase Agreements
RCS Capital Corp
2014
[signature page follows]
RCS Capital Corp
NY
2014
RCSCapital Corporation ScotlandAcquisition, LLC 405 Park Avenue, 15th Floor New York, New York 10022
RCS Capital Corp
2014
AMENDMENTNO. 1 TO SECURITIESPURCHASE AGREEMENT
RCS Capital Corp
2014
AMENDMENT NO. 1 to THIRD AMENDED AND RESTATED LIMITED LIABILITYCOMPANY AGREEMENT OF REALTY CAPITAL SECURITIES,LLC between RCS CAPITAL HOLDINGS, LLC, and RCAP HOLDINGS, LLC, Dated...
Limited Liability Company Agreements
RCS Capital Corp
2014
[signature page follows]
RCS Capital Corp
NY
2014
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT
Purchase Agreements
RCS Capital Corp
2014
RCS CAPITAL CORPORATION (a Delaware corporation) [ ] Shares of Class A Common Stock UNDERWRITING AGREEMENT
Underwriting Agreements
RCS Capital Corp
NY
2014
MEMBERSHIP INTEREST PURCHASE AGREEMENT among RCS CAPITAL CORPORATION, THE SELLERS, EXECUTIVES AND INDIVIDUALSELLER NAMED HEREIN, VALIDUS/STRATEGIC CAPITAL PARTNERS,LLC, THE...
Purchase Agreements
RCS Capital Corp
DE
2014
FIRST SUPPLEMENTAL INDENTURE Dated as of May 5, 2014 TO THE INDENTURE Dated as of April 29, 2014 by RCS CAPITAL CORPORATION, as Issuer and WILMINGTON TRUST, NATIONAL ASSOCIATION,...
Indenture Agreements
RCS Capital Corp
2014
RCSCAPITAL CORPORATION AND WILMINGTON TRUST,NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of April 29, 2014 5.00% ConvertibleSenior Notes due 2021
Indenture Agreements
RCS Capital Corp
DE
2014
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER
Merger Agreements
RCS Capital Corp
FL
2014
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER
Merger Agreements
RCS Capital Corp
2014
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of RealtyCapital Securities, LLC Dated as of February 11, 2014
Limited Liability Company Agreements
RCS Capital Corp
2014
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of RCS ADVISORY SERVICES, LLC Dated as of February 11, 2014
Services Agreements
RCS Capital Corp
2014
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of AMERICAN NATIONAL STOCK TRANSFER, LLC Dated as of February 11, 2014
Limited Liability Company Agreements
RCS Capital Corp
2014
[signature page follows]
RCS Capital Corp
NY
2014
AMENDED AND RESTATED SERVICES AGREEMENT among RCSCapital Corporation, RCSCAPITAL HOLDINGS, LLC and RCSCapital Management, LLC Dated as of February 11, 2014
Management Agreements
RCS Capital Corp
2014
AMENDED AND RESTATED RCS CAPITAL CORPORATION 2013 MULTI-YEAR OUTPERFORMANCE AGREEMENT
RCS Capital Corp
NY
2014
[Signature Page to Contribution and ExchangeAgreement]
Exchange Agreements
RCS Capital Corp
DE
2014
LIMITED LIABILITY COMPANY AGREEMENT of RCS CAPITAL HOLDINGS, LLC Dated as of February 11, 2014
Limited Liability Company Agreements
RCS Capital Corp
2014
barclays 745 Seventh Avenue New York, New York 10019
RCS Capital Corp
NY
2014
Luxor CapitalGroup, LP 1114Avenue of the Americas, 29th Floor NewYork, NY 10036
RCS Capital Corp
2014
RESTRICTIVE COVENANTS AGREEMENT
RCS Capital Corp
NY
2014
EquityCommitment and Indebtedness Repayment Agreement
RCS Capital Corp
2014
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among BRAVES ACQUISITION, LLC, RCS CAPITAL CORPORATION, THE SELLERS NAMED HEREIN, and THE SELLERS’ REPRESENTATIVE NAMEDHEREIN...
Purchase Agreements
RCS Capital Corp
2014
AGREEMENT AND PLAN OF MERGER by and among RCS CAPITAL CORPORATION, CLIFFORD ACQUISITION, INC., CETERA FINANCIAL HOLDINGS, INC. and THE STOCKHOLDER REPRESENTATIVE NAMEDHEREIN Dated...
Merger Agreements
RCS Capital Corp
2014
AGREEMENTAND PLAN OF MERGER By andAmong RCSCapital Corporation, DOLPHINACQUISITION, LLC, and SUMMITFINANCIAL SERVICES GROUP, INC. Datedas of November 16, 2013
Merger Agreements
RCS Capital Corp
FL
2013
VOTING AGREEMENT
Voting Agreements
RCS Capital Corp
2013
AGREEMENTAND PLAN OF MERGER By andAmong RCSCapital Corporation, ZOE ACQUISITION,LLC, and InvestorsCapital Holdings, Ltd. Datedas of October 27, 2013
Merger Agreements
RCS Capital Corp
2013
VOTING AGREEMENT
Voting Agreements
RCS Capital Corp
2013
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of REALTY CAPITAL SECURITIES, LLC
Limited Liability Company Agreements
RCS Capital Corp
DE
2013
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of RCS ADVISORY SERVICES, LLC
Services Agreements
RCS Capital Corp
DE
2013
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of AMERICAN NATIONAL STOCK TRANSFER,LLC
Limited Liability Company Agreements
RCS Capital Corp
2013
REGISTRATION RIGHTS AGREEMENT dated as of June 10, 2013 among RCS CAPITAL CORPORATION and THE SHAREHOLDERS PARTY HERETO
Registration Rights Agreements
RCS Capital Corp
2013
EXCHANGE AGREEMENT between RCS CAPITAL CORPORATION and RCAP HOLDINGS, LLC Dated as of June 10, 2013
Exchange Agreements
RCS Capital Corp
2013
TAX RECEIVABLE AGREEMENT among RCS CAPITAL CORPORATION, RCAP HOLDINGS, LLC REALTY CAPITAL SECURITIES, LLC, RCS ADVISORY SERVICES, LLC and AMERICAN NATIONAL STOCK TRANSFER, LLC
Services Agreements
RCS Capital Corp
DE
2013
SERVICES AGREEMENT among REALTY CAPITAL SECURITIES, LLC, RCS ADVISORY SERVICES, LLC, and AMERICAN NATIONAL STOCK TRANSFER, LLC, collectively, as Company and AMERICAN REALTY...
Services Agreements
RCS Capital Corp
NY
2013
SERVICES AGREEMENT between AR CAPITAL, LLC, as Company and RCS ADVISORY SERVICES, LLC, as Service Provider Dated as of June 10, 2013 SERVICES AGREEMENT
Services Agreements
RCS Capital Corp
NY
2013
MANAGEMENT AGREEMENT among RCS CAPITAL CORPORATION, REALTY CAPITAL SECURITIES, LLC, RCS ADVISORY SERVICES, LLC, AMERICAN NATIONAL STOCK TRANSFER, LLC and RCS CAPITAL MANAGEMENT,...
Management Agreements
RCS Capital Corp
2013
RCS CAPITAL CORPORATION 2013 MULTI-YEAR OUTPERFORMANCE AGREEMENT
RCS Capital Corp
2013
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of REALTY CAPITAL SECURITIES, LLC
Limited Liability Company Agreements
RCS Capital Corp
2013
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of RCS ADVISORY SERVICES, LLC
Services Agreements
RCS Capital Corp
DE
2013
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of AMERICAN NATIONAL STOCK TRANSFER, LLC
Limited Liability Company Agreements
RCS Capital Corp
DE
2013
RCS CAPITAL CORPORATION 2013 MULTI-YEAR OUTPERFORMANCE AGREEMENT
RCS Capital Corp
2013
[ • ] Shares RCS Capital Corporation Class A Common Stock UNDERWRITING AGREEMENT
Underwriting Agreements
RCS Capital Corp
2013
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of REALTY CAPITAL SECURITIES, LLC
Limited Liability Company Agreements
RCS Capital Corp
DE
2013
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of RCS ADVISORY SERVICES, LLC
Services Agreements
RCS Capital Corp
2013
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of AMERICAN NATIONAL STOCK TRANSFER, LLC
Limited Liability Company Agreements
RCS Capital Corp
DE
2013
REGISTRATION RIGHTS AGREEMENT dated as of [ ], 2013 among RCS CAPITAL CORPORATION and THE SHAREHOLDERS PARTY HERETO
Registration Rights Agreements
RCS Capital Corp
DE
2013
EXCHANGE AGREEMENT between RCS CAPITAL CORPORATION and RCAP HOLDINGS, LLC Dated as of [ ], 2013
Exchange Agreements
RCS Capital Corp
2013
TAX RECEIVABLE AGREEMENT Among RCS CAPITAL CORPORATION, RCAP HOLDINGS, LLC REALTY CAPITAL SECURITIES, LLC, RCS ADVISORY SERVICES, LLC, and AMERICAN NATIONAL STOCK TRANSFER, LLC
Services Agreements
RCS Capital Corp
2013
SERVICES AGREEMENT among Realtycapital Securities, llc, RCS ADVISORY SERVICES, LLC, and AMERICAN NATIONAL STOCK TRANSFER, LLC, collectively, as Company and ARC ADVISORS, LLC, as...
Services Agreements
RCS Capital Corp
NY
2013
SERVICES AGREEMENT between ARCapital, LLC, as Company and RCS ADVISORY SERVICES, LLC, as Service Provider Dated as of April [ ], 2013
Services Agreements
RCS Capital Corp
2013
MANAGEMENT AGREEMENT among RCS CAPITAL CORPORATION, REALTY CAPITAL SECURITIES,LLC, RCS ADVISORY SERVICES, LLC, AMERICAN NATIONAL STOCK TRANSFER, LLC and RCS CAPITAL MANAGEMENT,...
Management Agreements
RCS Capital Corp
2013
INDEMNIFICATION AGREEMENT
Indemnification Agreements
RCS Capital Corp
DE
2013
RCS CAPITAL CORPORATION EQUITY PLAN
RCS Capital Corp
DE
2013
[ • ] Shares RCS Capital Corporation Class A Common Stock UNDERWRITING AGREEMENT
Underwriting Agreements
RCS Capital Corp
2013
AMERICAN REALTY CAPITAL TRUST V, INC. UP TO 82,736,842 SHARES OF COMMON STOCK AMENDED AND RESTATED EXCLUSIVE DEALERMANAGER AGREEMENT April 9, 2013
Stock Agreements
RCS Capital Corp
NY
2013
Business Development Corporation of America UP TO 150,000,000 SHARES OF COMMONSTOCK FORM OF EXCLUSIVE DEALER MANAGER AGREEMENT January25, 2011
Development Agreements
RCS Capital Corp
NY
2013
AMERICAN REALTY CAPITAL NEW YORK RECOVERYREIT, INC. UP TO 175,000,000 SHARES OF COMMON STOCK EXCLUSIVE DEALER MANAGER AGREEMENT As of September 2, 2010
Stock Agreements
RCS Capital Corp
NY
2013
UNITED DEVELOPMENT FUNDING IV UP TO 35,000,000 COMMON SHARES OF BENEFICIAL INTEREST AMENDED AND RESTATED EXCLUSIVE DEALERMANAGER AGREEMENT November 10, 2009
Development Agreements
RCS Capital Corp
2013
Phillips Edison – ARC ShoppingCenter REIT Inc. UP TO 180,000,000 SHARES OF COMMON STOCK SECOND AMENDED AND RESTATED EXCLUSIVEDEALER MANAGER AGREEMENT September 17, 2010
Stock Agreements
RCS Capital Corp
2013
AmericanRealty Capital – Retail Centers of America, Inc. UP TO 175,000,000 SHARES OF COMMON STOCK EXCLUSIVE DEALER MANAGER AGREEMENT March 17, 2011
Stock Agreements
RCS Capital Corp
NY
2013
AmericanRealty Capital HEALTHCARE TRUST, Inc. UP TO 175,000,000 SHARES OF COMMON STOCK EXCLUSIVE DEALER MANAGER AGREEMENT February 18, 2011
Stock Agreements
RCS Capital Corp
NY
2013
AMERICAN REALTY CAPITAL HEALTHCARE TRUSTII, INC. UP TO 82,736,842 SHARES OF COMMON STOCK EXCLUSIVE DEALER MANAGER AGREEMENT February 14, 2013
Stock Agreements
RCS Capital Corp
2013
ARC REALTY FINANCE TRUST, INC. UP TO 96,842,105 SHARES OF COMMON STOCK FORM OF EXCLUSIVE DEALER MANAGER AGREEMENT February 12, 2013
Stock Agreements
RCS Capital Corp
NY
2013
AMERICAN REALTY CAPITAL DAILY NET ASSETVALUE TRUST, INC. UP TO $1,737,499,995 OF SHARESOF COMMON STOCK EXCLUSIVE DEALER MANAGER AGREEMENT August 15, 2011
Stock Agreements
RCS Capital Corp
NY
2013
AMERICAN REALTY CAPITAL GLOBAL TRUST,INC. UP TO 175,000,000 SHARES OF COMMON STOCK SECOND AMENDED AND RESTATED EXCLUSIVE DEALER MANAGER AGREEMENT September 26, 2012
Stock Agreements
RCS Capital Corp
2013
AMERICAN REALTY CAPITAL TRUST IV, INC. UP TO 70,000,000 SHARES OF COMMON STOCK EXCLUSIVE DEALER MANAGER AGREEMENT June8, 2012
Stock Agreements
RCS Capital Corp
2013