Exhibit
10.1
EXPENSE SHARING
AGREEMENT
THIS EXPENSE
SHARING AGREEMENT is made and entered effective as of the date
indicated below (“ Agreement ”), by
and between WHITE RIVER CAPITAL, INC., an Indiana corporation
(“WRC”), CASTLE CREEK CAPITAL LLC and CASTLE CREEK
ADVISORS LLC, each Delaware limited liability companies
(collectively, “ Castle Creek
”).
RECITALS
WRC, on the one
hand, and Castle Creek, on the other hand, are in separate
businesses but have certain executive officers in common and wish
to share certain limited activity expenses on a fee
basis.
Castle Creek
will provide various facilities and equipment to WRC throughout the
term of this Agreement, including, but not limited to, computer and
telephone network systems, office space, copy services and data
services, collectively, “ Operating
Facilities .”
NOW, THEREFORE,
in consideration of the mutual terms, covenants, and conditions
herein set forth, the parties agree as follows:
SERVICES
PROVIDED
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Castle Creek
shall provide the following Operating Facilities to WRC utilizing
Castle Creek facilities and equipment located at 6051 El Tordo,
Rancho Santa Fe, CA 92067.
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Technology
and Related Support .
Castle Creek shall provide technology services including, but not
limited to, telephone systems, data services, internet services,
and other future business technology solutions that may be provided
by Castle Creek for its own personnel with respect to its own
operations as required by WRC, from time to time.
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Facilities
and Equipment Rental .
Castle Creek shall provide office space, office furniture, office
equipment, all leasehold improvements, janitorial and maintenance,
facilities management, access to common areas including conference
rooms, lunch rooms, lobby, rest room facilities, etc.
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Other . Other miscellaneous items such as office
supplies, facsimile, and copying machines, mail room support, and
reasonable postage.
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Cost of
Operating Facilities .
Castle Creek will charge, and WRC will pay, fees equal to a flat
ten percent (10%) of Castle Creek’s monthly expenses for the
services provided under Section 1. At all times the fee shall
represent a reasonable allocation of actual expenses that is
proportionate to actual facilities, equipment and services provided
to WRC. WRC shall not otherwise be required to make any payment or
reimbursement to Castle Creek for any
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services or
expenses except as provided in this Agreement. All fees will be
calculated and billed in arrears. The billing cycle will be
quarterly.
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No Other
Shared Expenses . WRC is
solely responsible for all other expenses incurred by WRC for
services provided by entities other than Castle Creek. WRC is not
obligated to pay or reimburse Castle Creek for any expenses or
obligations other than as provided under this Agreement.
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OTHER
PROVISIONS
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Correction
of Errors . Castle Creek
and WRC will work in good faith together in selecting the best way
to correct an
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