INDEMNIFICATION AGREEMENTIndemnification Agreement • March 11th, 2021 • Intermedia Cloud Communications, Inc. • Services-prepackaged software • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of [•], 2021, between Intermedia Cloud Communications, Inc., a Delaware corporation (the “Company”), and [•] (“Indemnitee”).
Shares INTERMEDIA CLOUD COMMUNICATIONS, INC. COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • March 29th, 2021 • Intermedia Cloud Communications, Inc. • Services-prepackaged software • New York
INTERMEDIA CLOUD COMMUNICATIONS, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 3rd, 2021 • Intermedia Cloud Communications, Inc. • Services-prepackaged software • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [•], 202[•] among Intermedia Cloud Communications, Inc., a Delaware corporation (the “Company”), Ivy Parent Holdings, LLC (“Ivy Parent”), and each other Person who executes a Joinder as an “Other Holder” (collectively, the “Other Holders”). Except as otherwise specified herein, all capitalized terms used in this Agreement are defined in Exhibit A attached hereto.
INTERMEDIA CLOUD COMMUNICATIONS, INC. COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • October 20th, 2021 • Intermedia Cloud Communications, Inc. • Services-prepackaged software • Delaware
THIS COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of October 20, 2021, by and among Intermedia Cloud Communications, Inc., a Delaware corporation (the “Company”), and NEC Corporation, a Japanese corporation (kabushiki kaisha) (the “Investor”).
INTERMEDIA.NET, INC. FIRST AMENDMENT TO MICHAEL GOLD AMENDED & RESTATED EMPLOYMENT AGREEMENT DATED: MARCH __, 2021Employment Agreement • March 29th, 2021 • Intermedia Cloud Communications, Inc. • Services-prepackaged software
WHEREAS, Intermedia.net, Inc., a Delaware corporation (the “Company”), and Michael Gold (“Executive”), entered into an Amended and Restated Employment Agreement, effective as of February 1, 2017 (the “Agreement”); and
INTERMEDIA.NET, INC. MICHAEL GOLD AMENDED & RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 26th, 2021 • Intermedia Cloud Communications, Inc. • Services-prepackaged software • California
This Amended & Restated Employment Agreement (the “Agreement”) is entered by and between Intermedia.net, Inc. (the “Company”) and Michael Gold (“Executive”).
AMENDMENT NO. 3 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • February 26th, 2021 • Intermedia Cloud Communications, Inc. • Services-prepackaged software • New York
This AMENDMENT NO. 3 TO CREDIT AGREEMENT (this “Agreement”), dated as of February 18, 2021, relating to that certain Amended and Restated Credit Agreement, dated as of July 19, 2018 (as amended by that certain Amendment No. 1 to Amended and Restated Credit Agreement, dated as of July 24, 2018 and Amendment No. 2 to Amended and Restated Credit Agreement, dated as of July 31, 2020, as may be further amended, amended and restated, modified or supplemented from time to time, the “Existing Credit Agreement” and as amended by this Agreement, the “Credit Agreement”), by and among Intermedia Holdings, Inc., a Delaware corporation (the “Parent Borrower”), Intermedia.net, Inc., a Delaware corporation (“Intermedia”), Intermedia Voice Services, Inc., a Delaware corporation (“Intermedia Voice”), and AccessLine Communications Corporation, a Delaware corporation (“AccessLine” and collectively with the Parent Borrower, Intermedia and Intermedia Voice, the “Borrowers” and each a “Borrower”), Ivy Interm
DIRECTOR NOMINATION AGREEMENTDirector Nomination Agreement • March 11th, 2021 • Intermedia Cloud Communications, Inc. • Services-prepackaged software • Delaware
THIS DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is made and entered into as of [•], 2021, by and among Intermedia Cloud Communications, Inc., a Delaware corporation (the “Company”), Madison Dearborn Capital Partners VII-A, L.P. (“MDCP VII-A”), Madison Dearborn Capital Partners VII-C, L.P. (“MDCP VII-C”) and Madison Dearborn Capital Partners VII Executive-A, L.P. (“MDCP VII EA,” and together with MDCP VII-A and MDCP VII-C, the “MDCP Funds”) and each of their Affiliates (as defined herein), collectively, “MDP,” and each entity, an “MDP Entity”. This Agreement shall become effective (the “Effective Date”) upon the closing of the Company’s initial public offering (the “IPO”) of shares of its common stock, par value $0.001 per share (the “Common Stock”).
LOAN AUTHORIZATION AGREEMENT DATED: APRIL 14, 2022Loan Authorization Agreement • May 2nd, 2022 • Intermedia Cloud Communications, Inc. • Services-prepackaged software • Illinois
The Company referred to below has applied for, and BMO Harris Bank N.A. (“Lender”) has approved the establishment of, a loan authorization account (“Loan Account”) from which the Company may from time to time request Loans (as defined herein) and may request letters of credit up to the maximum amount of credit shown below (the “Amount of Maximum Credit”), provided that the aggregate principal amount of Loans and letters of credit hereunder shall not exceed the Amount of Maximum Credit. Interest on such Loans is computed at a variable rate which may change daily based upon changes in the Lender’s Prime Rate or the SOFR Quoted Rate (each hereinafter defined). The Company may make principal payments at any time and in any amount without premium or penalty. The request by the Company for, and the making by the Lender of, any loan against the Loan Account or the issuance by the Lender of any letters of credit pursuant hereto, shall constitute an agreement between the Company and the Lender
Intermedia Holdings, Inc. Amendment No.l to Amended and Restated Credit AgreementIntermedia Cloud Communications, Inc. • February 26th, 2021 • Services-prepackaged software
Reference is made to the Amended and Restated Credit Agreement, dated as of July 19, 2018 (as may be amended, amended and restated, modified or supplemented from time to time, the “Credit Agreement”), by and among Intermedia Holdings, Inc., a Delaware corporation (the “Parent Borrower”), Intermedia.net, Inc., a Delaware corporation (“Intermedia”), Intermedia Voice Services, Inc., a Delaware corporation (“Intermedia Voice”), and AccessLine Communications Corporation, a Delaware corporation (“AccessLine” and collectively with the Parent Borrower, Intermedia and Intermedia Voice, the “Borrowers” and each a “Borrower”), Ivy Intermediate Holdings, Inc., a Delaware corporation, as Holdings and a Guarantor (“Holdings”), the other Guarantors party thereto, Toronto Dominion (Texas) LLC, as Administrative Agent (in such capacity, the “Administrative Agent”), The Toronto-Dominion Bank, New York Branch, as L/C Issuer and Swing Line Lender and the Lenders party thereto from time to time. Capitalize
