“Holdout Lender” has the meaning specified therefor in Section 12.02(b). “Guaranteed Obligations” has the meaning specified therefor in Section 11.01. “Funko LLC Agreement” means the limited liability operating agreement of the Funko Acquisition Holdings, L.L.C., dated as ofOctober 30, 2015. “Funko Acquisition” means the acquisition directly or indirectly of 100% of the voting equityinterests of Parent by the Buyer pursuant to the Acquisition Documents. “Fiscal Year” means any of the annual accountingperiods of the Loan Parties ending on or about December 31 of each year. “Fiscal Quarter” means any of the quarterly accounting periods of the Loan Parties ending on or about March 31,June 30, September 30 and December 31 of each year.

Effective Date:

“Unused Line Fee” has the meaning specified therefor in Section 2.06(b). “TTM Consolidated EBITDA” means, with respect to any Person for any period, the Consolidated EBITDA of such Person and itsSubsidiaries for the trailing twelve-month period then ended. “Term Loan” means, collectively, theloans made by the Term Loan Lenders to the Borrowers on the Effective Date pursuant to Section 2.01(a)(ii).

Maintain and preserve, and cause each of itsSubsidiaries to maintain and preserve, all of its inside bar trading strategy properties which are necessary in the proper conduct of its business in good working order and condition, ordinary wear and tear (and casualty events) excepted, and except as could not reasonably beexpected to result in a Material Adverse Effect, comply, and cause each of its Subsidiaries to comply, at all times with the provisions of all leases to which it is a party as lessee or under which it occupies property, so as to prevent any loss orforfeiture thereof or thereunder. (iii) None of the Loan Parties, nor any of their agents acting in any capacity in connection with the Loans, Letters ofCredit or other transactions hereunder, unless authorized by the U.S. Government (A) conducts any business or engages in making or receiving any contribution of funds, goods or services to or for the benefit of any Blocked Person, or(B) deals in, or otherwise engages in any transaction relating to, any property or interests in property blocked pursuant to any OFAC Sanctions Programs. None of the other reports, financial statements, certificates orother information furnished by or on behalf of any Loan Party to the Agents in connection with the negotiation of this Agreement or delivered hereunder (as modified or supplemented by other information so furnished) contains any materialmisstatement of fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which it was made, not misleading; provided that, with respect to projected financial information, eachLoan Party represents only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time prepared.

Delivery of an executed counterpart of this Agreement by telecopier or electronic transmission shall be equally as effective asdelivery of an original executed counterpart of this Agreement. (b) Attached hereto are supplements to each Schedule to the Financing Agreement revised to include all information required to be providedtherein with respect to, and only with respect to, the Additional BorrowerGuarantor. The Schedules to the Financing advanced candlestick patterns Agreement shall, without further action, be amended to include the information contained in each such supplement. By the Collateral Agent or its designee who shall have full authority to do all acts necessary to protect the Agents’ and the Lenders’ interests.

Each change in the Reference Rate shall be effective from and including the date such change is publiclyannounced as being effective. “Permitted Management Fees”means (a) management or consulting fees payable pursuant to the terms of the Management Agreement in an aggregate amount not to exceed the lesser of (x) $2,000,000 in any Fiscal Year and (y) two percent of Consolidated EBITDA with respectto any Fiscal Year, the payment of which is subordinated to the Obligations on terms and conditions specified in the Management Agreement as in effect on the Effective Date and (b) the reimbursement of third-partyout-of-pocket expenses incurred in connection with the Management Agreement. “Extraordinary Receipts” means any cash received by the Ultimate Parent or any of its Subsidiaries in respect of(a) foreign, United States, state or local tax refunds, (b) pension plan reversions, (c) judgments, proceeds of settlements or other consideration of any kind in connection with any cause of action, (d) indemnity payments and(e) any purchase price adjustment received in connection with any purchase agreement in relation to a Permitted Acquisition (other than the Acquisition Agreement). The Administrative Agent reserves the right, at any time and from time to time after the Effective Date, that if any Inventory at any timeceases to be Eligible Inventory or Eligible In-Transit Inventory, and Administrative Agent becomes aware of such fact, then Administrative Agent may, in the exercise of its Permitted Discretion, exclude suchInventory from the calculation of the Borrowing Base (provided that any such exclusion pursuant to this sentence shall not be effective for the purposes of the definition of Availability). In the event that (i) any Borrower shall acquire anynew assets pursuant to an Acquisition or (ii) a new Borrower is added as a party to this Agreement under any circumstance, no such Inventory acquired in such Acquisition or belonging to such new Borrower shall, unless otherwise approved by theAdministrative Agent in the exercise of its sole and absolute discretion, be Eligible Inventory or Eligible In-Transit Inventory for any purpose hereunder until Administrative Agent shall have completed aField Survey and Audit with respect to such assets/new Borrower. “Bankruptcy Code” means (i) theUnited States Bankruptcy Code (11 U.S.C. § 101, et seq.), as amended, and any successor statute and (ii) such other applicable rules, laws or statutes of any Government Authority or court of a jurisdiction outside of theUnited States of America relating to bankruptcy, insolvency, assignments for the benefit of creditors, formal or informal moratoria, compositions, or extensions generally with creditors, or proceedings seeking reorganization, arrangement, or othersimilar relief, as amended and in effect from time to time, and any successor rule, law or statute.

• (u) other Liens which do not secure Indebtedness for borrowed money or letters of credit and asto which the aggregate amount of the obligations secured thereby does not exceed $1,000,000.
• “Reference Bank” means PNC, its successors or any other commercial bank designated by the Administrative Agent to theAdministrative Borrower from time to time.
• Insurance policies serve as financial protection against unforeseen events and are an essential component of risk management for individuals and businesses alike.
• Each Extension Amendment shall be binding on the Lenders, the Loan Parties and the otherparties hereto.

“Post-Term Letter of Credit” has the meaning specified therefor in Section 3.02(d) hereof. “Post-Term Cash Collateral” has the meaning specified therefor in Section 3.02(d) hereof. “Permitted Special Activated Amount” has the meaning specified therefor in Section 2.01(c). “Permitted Cure Stock” has the meaning specified therefor in the last paragraph of Section 9.01.

The definitions of terms herein shall apply equally broker liteforex to the singular and plural forms of the termsdefined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. Notwithstanding anything to the contrary in this Agreement, in the case of any such Investment described in clause (e) above consisting of a guarantee or other similar Contingent Obligation issued by any Loan Party to support anyIndebtedness or other obligations or liabilities of a non-Loan Party, (i) such guarantee or other Contingent Obligation must be unsecured and (ii) the full amount for which such Loan Party ispotentially liable under such guarantee or other Contingent Obligation shall be counted against the limitation set forth above for all Investments under clause (e) above. Notwithstanding any of the foregoing, Obligations shall not include any Excluded Hedge Liabilities. A finance agreement, also known as a loan agreement or financial contract, is a legally binding document that outlines the terms and conditions of a financial transaction between two parties.

Upon written request by the Administrative Borrower, the Administrative Agent shall provide to the AdministrativeBorrower any U.S. Internal Revenue Service Form received by the Administrative Agent pursuant to clauses (d)(i) and (d)(ii) above. The Borrowers will not later than five (5) Business Days after the occurrence thereof, prepay the RevolvingLoans or provide Cash Collateral up to the outstanding amount of the Letter of Credit Obligations at any time when the aggregate principal amount of all Revolving Loans plus the outstanding amount of all Letter of Credit Obligations exceeds theBorrowing Base, to the full extent of any such excess. If at any time after the Borrowers have complied with the first sentence of this Section 2.05(c)(i), the aggregate Letter of Credit Obligations are greater than the then current BorrowingBase, the Borrowers shall provide Cash Collateral of such excess to the Administrative Agent.

What is a Financial Agreement?

Overall they provide documentation of the agreed upon exchange of specified financial assets, under specific conditions between separate entities. They help in structuring financial deals, managing risks, and defining the obligations and rights of all parties involved. EachBorrower hereby irrevocably appoints Funko as the agent and attorney-in-fact for the Borrowers (the “Administrative Borrower”), which appointment shallremain in full force and effect unless and until the Agents shall have received prior written notice signed by all of the Borrowers that such appointment has been revoked and that another Borrower has been appointed Administrative Borrower. It isunderstood that the handling of the Loan Account and Collateral of the Borrowers, in a combined fashion, as more fully set forth herein and subject to the limitations set forth herein, is done solely as an accommodation to the Borrowers in order toutilize the collective borrowing powers of the Borrowers in the most efficient and economical manner and at their request, and that neither the Agents nor the Lenders shall incur liability to the Borrowers as a result hereof. Each of the Borrowersexpects to derive benefit, directly or indirectly, from the handling of the Loan Account and the Collateral in a combined fashion since the successful operation of each Borrower is dependent on the continued successful performance of the integratedgroup. To induce the Agents and the Lenders to do so, and in consideration thereof, each of the Borrowers, hereby jointly and severally agrees to indemnify the Indemnitees and hold the Indemnitees harmless against any and all liability, expense,loss or claim of damage or injury, made against such Indemnitee by any of the Borrowers or by any third party whosoever, arising from or incurred by reason of (a) the handling of the Loan Account and Collateral of the Borrowers as hereinprovided, (b) the Agents and the Lenders relying on any instructions of the Administrative Borrower or the Administrative Borrowers, or (c) any other action taken by any Agent or any Lender hereunder or under the other Loan Documents.

• “Highest Lawful Rate” means, with respect to any Agent or any Lender, the maximum non-usurious interest rate, if any, that at any time or from time to time may be contracted for, taken, reserved, charged or received on the Obligations under laws applicable to such Agent or such Lender which arecurrently in effect or, to the extent allowed by law, under such applicable laws which may hereafter be in effect and which allow a higher maximum non-usurious interest rate than applicable laws now allow.
• In certain situations, having the financial agreement notarized adds an extra layer of legal validity.
• Payment terms are the conditions that define how and when a buyer should pay a seller for goods or services.

Whether you own a small business or hold shares in a larger enterprise, a BFA can protect your business assets and ensure your professional endeavors remain secure, regardless of any personal relationship changes. However, to be enforced effectively, BFAs may require corresponding protection clauses to be included in other documents such as shareholders agreements and partnership agreements. If it is of any relief to you, you may take comfort in the fact that the vast majority of binding financial agreements do not get overturned, and they are in fact upheld and followed. A binding financial agreement is a legally enforceable agreement between two parties that sets out what will happen to their finances upon the breakdown of their relationship. When binding financial agreements were first introduced back in 2000, they were referred to in the Act as “Binding Financial Agreements” but they were only available to married couples. For reasons only known to those who drafted the legislation, the word “binding” was dropped and since 2008 they have simply been known as “Financial Agreements”.

What Makes You Common Law Married?

Notice from the Collateral Agent that the creditworthiness of any Cash Management Bank is no longer acceptable in any Agent’s Permitted Discretion, or that the operating performance, fundstransfer, or availability procedures or performance of such Cash Management Bank with respect to Cash Management Accounts or the Collateral Agent’s liability under any Cash Management Agreement with such Cash Management Bank is no longeracceptable in any Agent’s Permitted Discretion. (b) Subject to Section 5.03(a) and 8.01(a), and except as otherwise agreed by the Agents, theLoan Parties shall, with respect to each Cash Management Account, deliver to the Collateral Agent a Cash Management Agreement with respect to such Cash Management Account. The Loan Parties shall not maintain cash, Cash Equivalents or other amountsin any deposit account or securities account, unless the Collateral Agent shall have received a Cash Management Agreement in respect of each such deposit account or securities account (other than accounts excluded from the definition of “CashManagement Accounts”). Except ascould not reasonably be expected to result in a Material Adverse Effect, obtain, maintain and preserve, and cause each of its Subsidiaries to obtain, maintain and preserve, and take all necessary action to timely renew, all material permits,licenses, authorizations, approvals, entitlements and accreditations which are necessary or useful in the proper conduct of its business.

Why consider a Binding Financial Agreement?

A financial agreement (also known as a binding financial agreement) is a written agreement or contract between two parties that sets out how the parties would like to divide their financial resources if the relationship comes to an end. This can happen if the court finds that the agreement was obtained by fraud, if the agreement is void or unenforceable, or if there has been a material change in circumstances relating to child care. Beyond the standard banking and finance contracts like securities, options, and futures or qualified financial contracts like swaps and forwards, several other types of financial agreements outline the terms and conditions by which entities agree to exchange assets or resources with one another.

Provide a concise introduction outlining the purpose and scope of the financial agreement. Whether it’s a business partnership agreement, a loan agreement, or a marital financial agreement, this section sets the stage for what follows. Clearly state the names and details of all parties entering into the financial agreement. This includes full legal names, addresses, and any pertinent identification information. In the world of personal and business finance, clarity and transparency are paramount.

Financing Agreement: Definition, Terms, Example

The Loan Parties shall cooperate with such Lender and itsAffiliates to effect the Securitization including, without limitation, by providing such information as may be reasonably requested by such Lender in connection with the rating of its Loans or the Securitization. Borrowers, the Agents and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Agreement and theother Loan Documents; and (iii) a participant shall not be entitled to require such Lender to take or omit to take any action hereunder except (A) action directly effecting an extension of the maturity dates or decrease in the principalamount of the Loans or Letter of Credit Obligations, (B) action directly effecting an extension of the due dates or a decrease in the rate of interest payable on the Loans or the fees payable under this Agreement, or (C) actions directlyeffecting a release of all or a substantial portion of the Collateral or any Loan Party (except as set forth in Section 10.08 of this Agreement or any other Loan Document). The Loan Parties agree that each participant shall be entitled to thebenefits of 0, Section 2.09 and Section 2.10 of this Agreement with respect to its participation in any portion of the Commitments and the Loans as if it was a Lender; provided that, at the time such participant is claiming benefitspursuant to Section 2.09, such participant shall comply all obligations under Section 2.09 as if it was a Lender thereunder. Each Agent and each Lender hereby appoints each other Agent and each other Lender as agent and bailee for the purpose of perfecting the security interests in and liens upon the Collateral in assets which, in accordance with Article 9of the Uniform Commercial Code, can be perfected only by possession or control (or where the security interest of a secured party with possession or control has priority over the security interest of another secured party) and each Agent and eachLender hereby acknowledges that it holds possession of or otherwise controls any such Collateral for the benefit of the Agents and the Lenders as secured party. Should the Administrative Agent or any Lender obtain possession or control of any suchCollateral, the Administrative Agent or such Lender shall notify the Collateral Agent thereof, and, promptly upon the Collateral Agent’s request therefor shall deliver such Collateral to the Collateral Agent or in accordance with the CollateralAgent’s instructions. In addition, the Collateral Agent shall also have the power and authority hereunder to appoint such other sub-agents as may be necessary or required under applicable state law orotherwise to perform its duties and enforce its rights with respect to the Collateral and under the Loan Documents.

“Interest Rate HedgingAgreements” means each interest rate swap or similar Hedging Agreement entered into by a Loan Party with any Agent, Lender or Affiliate thereof with respect to the interest rates on the Loans or any other Permitted Indebtedness permittedunder this Agreement. “Intercompany Subordination Agreement” means an Intercompany Subordination Agreement made by the Loan Parties in favorof the Collateral Agent for the benefit of the Agents and the Lenders, in form and substance reasonably satisfactory to the Agents. “Facility” means any real property, including, without limitation, the land on which such facility is located, all buildingsand other improvements thereon, all fixtures located at or used in connection with such facility, to the extent owned by any Loan Party, including any New Facility. “ERISA Affiliate” means, with respect to any Person, any trade or business (whether or not incorporated) which is a member ofa group of which such Person is a member and which would be deemed to be a “controlled group” within the meaning of Sections 414(b), (c), (m) and (o) of the Internal Revenue Code. “Equity Interest” means (a) with respect to any Person that is acorporation, any and all shares, interests, participations or other equivalents (however designated and whether or not voting) of corporate stock, and (b) with respect to any Person that is not a corporation, any and all partnership, membershipor other equity interests of such Person. “Equipment” means equipment (as that term is defined in the Uniform Commercial Code), and includes machinery, machine tools,motors, furniture, furnishings, vehicles (including motor vehicles), computer hardware, tools, parts, and goods (other than consumer goods, farm products, Inventory or fixtures), wherever located, including all attachments, accessories, accessions,replacements, substitutions, additions, and improvements to any of the foregoing.

(cc) Name; Jurisdiction of Organization; Organizational ID Number; Chief Place of Business; Chief Executive Office; FEIN. Schedule6.01(cc) sets forth a complete and accurate list as of the date hereof of (i) the exact legal name of each Loan Party, (ii) the jurisdiction of organization of each Loan Party, (iii) the organizational identification number of eachLoan Party (or indicates that such Loan Party has no organizational identification number), (iv) each place of business of each Loan Party, (v) the chief executive office of each Loan Party and (vi) if applicable, the federal employeridentification number of each Loan Party. Enforceable against each Loan Party that is a party thereto and, to the best knowledge of such Loan Party, all other parties thereto in accordance with its terms, and (ii) is not in defaultdue to the action of any Loan Party or, to the best knowledge of any Loan Party, of any other Person that could reasonably be expected to result in a Material Adverse Effect, any other party thereto. The proceeds of the Loans shall be used to (a) finance aportion of the Purchase Price for the Funko Acquisition, (b) pay fees and expenses in connection with the transactions contemplated hereby, (c) refinance certain Indebtedness of the Borrowers, (d) fund working capital and othergeneral corporate purposes of the Borrowers and (e) to fund the working capital adjustment in connection with the Acquisition, if any.