Alkami Technology, Inc. Sample Contracts

Alkami Technology, Inc. Common Stock Underwriting Agreement
Underwriting Agreement • April 5th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • New York

Alkami Technology, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [•] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [•] additional shares (the “Optional Shares)” of common stock, par value $0.001 per share (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”).

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Contract
Alkami Technology, Inc. • March 10th, 2021 • Services-prepackaged software • California

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

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TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • June 28th, 2023 • Alkami Technology, Inc. • Services-prepackaged software • New York

THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of April 29, 2022, is entered into by and among ALKAMI TECHNOLOGY, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time party to this Agreement (each a “Lender” and, collectively, the “Lenders”), SILICON VALLEY BANK (“SVB”), as the Issuing Lender, the Swingline Lender, and a joint lead arranger, SVB, as administrative agent and collateral agent for the Lenders (in such capacities, together with any successors and assigns in such capacities, the “Administrative Agent”), COMERICA BANK, as a joint lead arranger, and CANADIAN IMPERIAL BANK OF COMMERCE, as the documentation agent.

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WARRANT TO PURCHASE STOCK
Alkami Technology, Inc. • March 10th, 2021 • Services-prepackaged software • Delaware

THIS WARRANT TO PURCHASE STOCK (THIS “WARRANT”) CERTIFIES THAT, for good and valuable consideration, the receipt of which is hereby acknowledged, COMERICA BANK, a Texas banking association, or its assignee (“Holder”), is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of ALKAMI TECHNOLOGY, INC. (the “Company”) at the Warrant Price, all as set forth above and as adjusted pursuant to the terms of this Warrant, subject to the provisions and upon the terms and conditions set forth in this Warrant. This Warrant is issued in connection with that certain Amended and Restated Loan and Security Agreement dated as of July 21, 2017 by and between the Company and COMERICA BANK, as amended, modified, supplemented, extended or restated from time to time, including by that certain First Amendment to Amended and Restated Loan and Security Agreement dated as of the date hereof (the “Loan Agreement”); capitalized terms not otherwise define

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Amended and Restated Guarantee and Collateral Agreement Dated as of April 29, 2022 made by ALKAMI TECHNOLOGY, INC., as the Borrower and the other Grantors referred to herein, in favor of SILICON VALLEY BANK, as Administrative Agent
Guarantee and Collateral Agreement • May 2nd, 2022 • Alkami Technology, Inc. • Services-prepackaged software • New York
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SENIOR SECURED CREDIT FACILITIES CREDIT AGREEMENT dated as of October 16, 2020, among ALKAMI TECHNOLOGY, INC., as the Borrower, THE SEVERAL LENDERS FROM TIME TO TIME PARTY HERETO, and SILICON VALLEY BANK, as Administrative Agent, Issuing Lender and...
Credit Agreement • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • New York

THIS CREDIT AGREEMENT (this “Agreement”), dated as of October 16, 2020, is entered into by and among ALKAMI TECHNOLOGY, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time party to this Agreement (each a “Lender” and, collectively, the “Lenders”), SILICON VALLEY BANK (“SVB”), as the Issuing Lender and the Swingline Lender, and SVB, as administrative agent and collateral agent for the Lenders (in such capacities, together with any successors and assigns in such capacities, the “Administrative Agent”).

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ALKAMI TECHNOLOGY, INC. AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • April 5th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Texas

THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of March 22, 2021 (the “Effective Date”), by and between Alkami Technology, Inc., a Delaware corporation (the “Company”), and Mike Hansen (“Executive”). This Agreement amends and restates in its entirety the Executive Employment Agreement between Executive and the Company, dated November 2, 2017 (as amended, the “Prior Agreement”).

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FORM OF INDEMNIFICATION AND ADVANCEMENT AGREEMENT
Form of Indemnification and Advancement Agreement • April 5th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Delaware

This Indemnification and Advancement Agreement (“Agreement”) is effective as of ________ __, 20__ by and between Alkami Technology, Inc., a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/an officer/an employee/an agent] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering indemnification and advancement.

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GRANITE PARK THREE AMENDED AND RESTATED OFFICE LEASE BASIC LEASE INFORMATION
Office Lease • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Texas

This Amended and Restated Office Lease (this “Lease”) is made by and between Granite Park III, Ltd., a Texas corporation (“Landlord”), and Alkami Technology, Inc., a Delaware corporation (“Tenant”). The Basic Lease Information attached hereto as pages i through iii (the “Basic Lease Information”) and all exhibits and other attachments to this Lease are incorporated into this Lease and made a part hereof. Capitalized terms used in this Lease without definitions have the respective meanings assigned to them in the Basic Lease Information.

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FOURTH AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE
Office Lease • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Texas

THIS FOURTH AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE (this “Amendment”) is made and entered into as of December 27, 2019 (the “Effective Date”), by and between GRANITE PARK NM/GP III, LP, successor in interest to GRANITE PARK III, LTD. (“Landlord”), as landlord, and ALKAMI TECHNOLOGY, INC., a Delaware corporation (“Tenant”), as tenant.

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Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. BILL PAY SERVICE RESELLER AGREEMENT
Service Reseller Agreement • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software

This Bill Pay Service Reseller Agreement (“Agreement”) is made between CO-OP eCom, LLC, a California limited liability company (“eCom”) and Alkami Technology, Inc., a Delaware Corporation, (“Reseller”).

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SECOND AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE
Office Lease • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Texas

THIS SECOND AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE (this “Amendment”) is made and entered into as of the 8th day of November, 2018 (the “Effective Date”), by and between GRANITE PARK III, LTD. (“Landlord”), as landlord, and ALKAMI TECHNOLOGY, INC., a Delaware corporation (“Tenant”), as tenant.

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THIRD AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE
Office Lease • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Texas

THIS THIRD AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE (this “Amendment”) is made and entered into as of January 7, 2019 (the “Effective Date”), by and between GRANITE PARK NM/GP III, LP, successor in interest to GRANITE PARK III, LTD. (“Landlord”), as landlord, and ALKAMI TECHNOLOGY, INC., a Delaware corporation (“Tenant”), as tenant.

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Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. SECOND AMENDMENT BILL PAY...
Service Reseller Agreement • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software

This Second Amendment to Bill Pay Service Reseller Agreement (“Second Amendment”) is dated as of this 11th day of February, 2016 by and between CO-OP eCom, LLC, a California limited liability company (“eCom”) and Alkami Technology, Inc., a Delaware Corporation (“Reseller”) with reference to the following facts and circumstances:

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FIFTH AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE
Office Lease • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Texas

THIS FIFTH AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE (this “Amendment”) is made and entered into as of November 3, 2020 (the “Effective Date”), by and between GRANITE PARK NM/GP III, LP, successor in interest to GRANITE PARK III, LTD. (“Landlord”), as landlord, and ALKAMI TECHNOLOGY, INC., a Delaware corporation (“Tenant”), as tenant.

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FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Adoption Agreement • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Delaware

THIS FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of September 24, 2020, by and among Alkami Technology, Inc., a Delaware corporation (the “Company”), and the holders of the Company’s Preferred Stock listed on Schedule A hereto (each, an “Investor” and collectively, the “Investors”). Capitalized terms not defined herein shall have the meanings ascribed to such terms in the Series F Preferred Stock Purchase Agreement of even date herewith (the “Purchase Agreement”) by and among the Company and those Investors who are listed as “Purchasers” on Schedule I thereto.

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Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(2). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. ASSET PURCHASE AGREEMENT...
Asset Purchase Agreement • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Delaware

THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of October 4, 2020, is made by and among (i) ACH Alert, LLC, a Delaware limited liability company (“Seller”), (ii) Deborah Peace and David Peace (together, the “Seller Principals”), (iii) Alkami Acquisition Corp., a Delaware corporation (“Buyer”), and solely with respect to Section 2.9 and Article V hereof, Alkami Technology, Inc., a Delaware corporation and parent of Buyer (“Alkami Parent”). Certain terms used herein are defined in Section 10.10 hereof.

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FIRST AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE
Office Lease • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Texas

THIS FIRST AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE (this “Amendment”) is made and entered into as of the 29th day of June, 2018 (the “Effective Date”), by and between GRANITE PARK III, LTD. (“Landlord”), as landlord, and ALKAMI TECHNOLOGY, INC., a Delaware corporation (“Tenant”), as tenant.

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ALKAMI TECHNOLOGY, INC. INCENTIVE STOCK OPTION AGREEMENT (Permitting Exercise Only as Shares Vest)
Incentive Stock Option Agreement • April 16th, 2021 • Alkami Technology, Inc. • Services-prepackaged software
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ASSET PURCHASE AGREEMENT DATED AS OF SEPTEMBER 10, 2021 By and Among MK DECISIONING SYSTEMS, LLC, MORSIKH, LP, GURU DHARAM SINGH KHALSA, HAR RAI SINGH KHALSA, ALKAMI TECHNOLOGY, INC., and ALKAMI MANTRA, LLC
Asset Purchase Agreement • September 13th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Delaware

THIS DOCUMENT WILL BE KEPT STRICTLY CONFIDENTIAL PURSUANT TO THE TERMS OF A CONFIDENTIALITY AGREEMENT BETWEEN THE PARTIES.

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TRANSITION AND SEPARATION AGREEMENT
Transition and Separation Agreement • November 4th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Texas

This Transition and Separation Agreement (this “Agreement”) by and between Mike Hansen (“Executive”) and Alkami Technology, Inc., a Delaware corporation (the “Company”), is made effective as of the eighth day after the date Executive signs this Agreement if not revoked in accordance with Section 7(c) (the “Effective Date”) with reference to the following facts:

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FIRST AMENDMENT TO WARRANT
Warrant • January 22nd, 2021 • Alkami Technology, Inc. • Services-prepackaged software

This First Amendment to Warrant (this “Amendment”) is entered into as of July 7, 2016, by and between COMERICA VENTURES INCORPORATED (“Ventures”) and ALKAMI TECHNOLOGY, INC., a Delaware corporation (“Company”).

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AGREEMENT AND PLAN OF MERGER BY AND AMONG ALKAMI TECHNOLOGY, INC. AKSM MERGERSUB, INC. SEGMINT INC., AND SUMMIT COMMITTEE LLC MARCH 25, 2022
Agreement and Plan of Merger • March 28th, 2022 • Alkami Technology, Inc. • Services-prepackaged software • Delaware

This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of March 25, 2022, by and among Alkami Technology, Inc., a Delaware corporation (“Purchaser”), AKSM MergerSub, Inc., a Delaware corporation (“MergerSub”), Segmint Inc., a Delaware corporation (the “Company”), and Summit Committee LLC, an Ohio limited liability company, as representative of the Company Securityholders (solely in such capacity, “Company Representative”).

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SIXTH AMENDMENT TO BILL PAY SERVICE RESELLER AGREEMENT
Service Reseller Agreement • January 3rd, 2023 • Alkami Technology, Inc. • Services-prepackaged software

This Sixth Amendment to the Bill Pay Service Reseller Agreement (this “Amendment”) is entered into as of December 30, 2022 (the “Amendment Effective Date”), by and between Alkami Technology, Inc., a Delaware corporation (“Reseller”) and CU Cooperative Systems, Inc. d/b/a CO-OP Solutions, a California cooperative corporation (“CO-OP”), successor-in-interest by merger to COOP eCom LLC.

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ALKAMI TECHNOLOGY, INC. EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • November 4th, 2021 • Alkami Technology, Inc. • Services-prepackaged software • Texas

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of November 5, 2021 (the “Effective Date”), by and between Alkami Technology, Inc., a Delaware corporation (the “Company”), and Alex Shootman (“Executive”).

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Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. FIRST AMENDMENT BILL PAY...
Service Reseller Agreement • January 22nd, 2021 • Alkami Technology, Inc. • Services-prepackaged software

This First Amendment to Bill Pay Service Reseller Agreement (“Amendment”) is entered into this 19th day of May, 2015 by and between CO-OP eCom, LLC, a California limited liability company (“eCom”) and Alkami Technology, Inc., a Delaware Corporation (“Reseller”) with reference to the following facts and circumstances:

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THIRD AMENDMENT TO BILL PAY SERVICE RESELLER AGREEMENT
Service Reseller Agreement • January 20th, 2021 • Alkami Technology, Inc. • Services-prepackaged software

This Third Amendment to Bill Pay Service Reseller Agreement (“Third Amendment”) is entered into this 7th day of March, 2017 (“Amendment Effective Date”) by and between CO-OP eCom, LLC, a California limited liability company (“eCom”) and Alkami Technology, Inc., a Delaware corporation (“Reseller”).

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Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. FOURTH AMENDMENT TO THE BILL...
Service Reseller Referral Agreement • March 10th, 2021 • Alkami Technology, Inc. • Services-prepackaged software

This Fourth Amendment to the Bill Pay Service Reseller Referral Agreement (“Fourth Amendment”) is entered into effective as of September 14, 2019 (“Effective Date”) by and between CO-OP eCom, LLC now known as CU Cooperative Systems, Inc., doing business as CO-OP Financial Services (“CO-OP)”), located at 9692 Haven Avenue, Rancho Cucamonga, California 91730 and Alkami Technology, Inc., a Delaware corporation, located at 5601 Granite Parkway Suite 120, Plano, Texas 75093 (Reseller”). CO-OP and Reseller are referred to collectively herein as the “Parties” and each individually as a “Party.”

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SIXTH AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE
Office Lease • September 6th, 2023 • Alkami Technology, Inc. • Services-prepackaged software • Texas

THIS SIXTH AMENDMENT TO AMENDED AND RESTATED OFFICE LEASE (this "Amendment") is made and entered into as of September 5, 2023 (the "Effective Date"), by and between GRANITE PARK NM/GP III, LP ("Landlord"), as landlord, and ALKAMI TECHNOLOGY, INC., a Delaware corporation ("Tenant"), as tenant.

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Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. FIFTH AMENDMENT TO BILL PAY...
Service Reseller Agreement • January 20th, 2021 • Alkami Technology, Inc. • Services-prepackaged software

This Fifth Amendment to the Bill Pay Service Reseller Agreement (this “Amendment”) is entered into as of June 1, 2020 (the “Amendment Effective Date”) by and between Alkami Technology, Inc., a Delaware corporation (“Reseller”) and CU Cooperative Systems, Inc. d/b/a CO-OP Financial Services, a California cooperative corporation (“CO-OP”), successor-in-interest by merger to COOP eCom LLC.

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