Ancestry.com LLC Sample Contracts

Ancestry.com LLC – SEPARATION AND RELEASE AGREEMENT (July 29th, 2016)

This Separation and Release Agreement (“Agreement”), dated June 28, 2016, is entered into between William Stern, whose address is 1174 East Chandler Drive, Salt Lake City, UT 84103-4239 (“Employee”), and Ancestry.com Operations Inc., which has its principal offices at 1300 W Traverse Parkway, Lehi, Utah 84043 (the “Company”). Employee and the Company will collectively be referred to as the “Parties.”

Ancestry.com LLC – Contract (July 29th, 2016)

TENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of June 30, 2016, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Ad-Pay, Inc., a Delaware corporation (the “Guaranteeing Subsidiary”), and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

Ancestry.com LLC – INDEMNIFICATION AGREEMENT (July 29th, 2016)

This Agreement (this “Agreement”) is entered into as of this day of [•], 2016, and is effective as of [•], 2016, by and among Ancelux S.A., a Luxembourg société anonyme (“Ancelux GP”), Ancelux Topco S.C.A., a Luxembourg société en commandite par actions (“Ancestry Topco”), Ancestry.com LLC, a Delaware limited liability company (“Ancestry LLC”), Ancestry.com Holdings LLC, a Delaware limited liability company (“Ancestry Holdings”, and Ancelux GP, Ancestry Topco, Ancestry LLC and Ancestry Holdings being referred to herein collectively as the “Company”), and [___________________] (“Indemnitee”).

Ancestry.com LLC – GUARANTOR JOINDER AGREEMENT (July 29th, 2016)

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of June 30, 2016 by ADPAY, INC., a Delaware corporation (the “Joining Party”), and delivered to Morgan Stanley Senior Funding, Inc., as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

Ancestry.com LLC – ANCESTRY.COM LLC REPORTS SECOND QUARTER 2016 FINANCIAL RESULTS (July 20th, 2016)

LEHI, Utah, July 20, 2016 – Ancestry.com LLC (the “Company”), the leader in family history and consumer genomics, reported financial results today for the second quarter ended June 30, 2016.

Ancestry.com LLC – Contract (April 29th, 2016)

NINTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 27, 2016, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Anvilire Three Unlimited Company, an Irish unlimited company (the “Guaranteeing Subsidiary”), and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

Ancestry.com LLC – ANCESTRY.COM LLC REPORTS FIRST QUARTER 2016 FINANCIAL RESULTS (April 20th, 2016)

PROVO, Utah, April 20, 2016 – Ancestry.com LLC (the “Company”), the leader in family history and consumer genomics, reported financial results today for the first quarter ended March 31, 2016.

Ancestry.com LLC – INVESTOR INTEREST OPTION AGREEMENT (February 19th, 2016)

THIS AGREEMENT (the “Agreement”), effective as of the date of grant set forth on the signature page hereto (the “Date of Grant”), is between Ancelux Topco S.C.A., a Luxembourg société en commandite par action, governed by the laws of the Grand Duchy of Luxembourg, having its registered office at 282, route de Longwy, L-1940 Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B 174.036 and the individual whose name is set forth on the signature page hereto (the “Optionee”).

Ancestry.com LLC – ANCESTRY.COM LLC REPORTS FOURTH QUARTER AND FULL YEAR 2015 FINANCIAL RESULTS (February 17th, 2016)

PROVO, Utah, February 17, 2016 – Ancestry.com LLC (the “Company”), the largest provider of family history and personal DNA testing, reported financial results today for the fourth quarter and full year ended December 31, 2015.

Ancestry.com LLC – Contract (October 30th, 2015)

EIGHTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of August 28, 2015, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Ancestry Ireland Health LLC, a Delaware limited liability company (“Ancestry Ireland”), Ancestry International Health Unlimited Company, an Irish unlimited company (“Ireland Health” and, together with Ancestry Ireland, the “Guaranteeing Subsidiaries”), and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

Ancestry.com LLC – ANCELUX TOPCO S.C.A. EQUITY INCENTIVE PLAN (as amended and restated effective September 10, 2015) (October 30th, 2015)
Ancestry.com LLC – ANCESTRY.COM LLC REPORTS THIRD QUARTER 2015 FINANCIAL RESULTS (October 21st, 2015)

PROVO, Utah, October 21, 2015 – Ancestry.com LLC (the “Company”), the largest provider of family history and personal DNA testing, reported financial results today for the third quarter ended September 30, 2015.

Ancestry.com LLC – CREDIT AND GUARANTY AGREEMENT among Ancestry.com LLC, as Holdings, Ancestry US Holdings Inc., as U.S. Holdings, Ancestry.com Inc., as the Borrower, The Several Lenders from Time to Time Parties Hereto, Morgan Stanley Senior Funding, Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman Sachs Bank USA and RBC Capital Markets, as Joint Lead Arrangers and Joint Bookrunners and Morgan Stanley Senior Funding, Inc., as Administrative Agent Dated as of August 28, 2015 (August 31st, 2015)

CREDIT AND GUARANTY AGREEMENT, dated as of August 28, 2015, among Ancestry.com LLC, a Delaware limited liability company (“Holdings”), Ancestry US Holdings Inc., a Delaware corporation (“U.S. Holdings”), Ancestry.com Inc., a Delaware corporation (the “Borrower”), the Subsidiary Guarantors (this and each other capitalized term used herein without definition having the meaning assigned to such term in Section 1.1) from time to time party hereto, the several banks, financial institutions, institutional investors and other entities from time to time parties to this Agreement as lenders or holders of the Loans (the “Lenders”) and issuers of Letters of Credit and Morgan Stanley Senior Funding, Inc., as Administrative Agent.

Ancestry.com LLC – ANCESTRY.COM LLC REPORTS SECOND QUARTER 2015 FINANCIAL RESULTS – Second Quarter Revenues $169.4 million, Up 8.5% Year-Over-Year; Up 10.2% on Constant Currency Basis – – Second Quarter Adjusted EBITDA $67.3 million, Up 16.1% Year-Over- Year1 – (July 22nd, 2015)

PROVO, Utah, July 22, 2015 – Ancestry.com LLC (the “Company”), the world’s largest online family history resource, reported financial results today for the second quarter ended June 30, 2015.

Ancestry.com LLC – ANCESTRY.COM LLC REPORTS FIRST QUARTER 2015 FINANCIAL RESULTS – First Quarter Revenues $164.6 million, Up 7% Year-Over-Year; Up 8% on Constant Currency Basis – – First Quarter Adjusted EBITDA $61.7 million, Up 26% Year-Over-Year – (April 22nd, 2015)

PROVO, Utah, April 22, 2015 – Ancestry.com LLC (the “Company”), the world’s largest online family history resource, reported financial results today for the first quarter ended March 31, 2015.

Ancestry.com LLC – GUARANTOR JOINDER AGREEMENT (February 19th, 2015)

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of December 29, 2014 by Ancestry International DNA, LLC, a Delaware limited liability company (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

Ancestry.com LLC – Contract (February 19th, 2015)

SEVENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 29, 2014, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), AncestryHealth.com, LLC, a Delaware limited liability company (“AncestryHealth”) and Ancestry International DNA, LLC, a Delaware limited liability company (together with AncestryHealth, the “Guaranteeing Subsidiaries”), and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

Ancestry.com LLC – GUARANTOR JOINDER AGREEMENT (February 19th, 2015)

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of December 29, 2014 by AncestryHealth.com, LLC, a Delaware limited liability company (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

Ancestry.com LLC – ANCESTRY.COM LLC REPORTS FOURTH QUARTER AND FULL YEAR 2014 FINANCIAL RESULTS – 2014 Non-GAAP Revenues $619.5 million, Up 10.3% Year-Over-Year – – 2014 Adjusted EBITDA $215.3 million, Up 1.8% Year-Over-Year – (February 3rd, 2015)

PROVO, Utah, February 3, 2015 – Ancestry.com LLC (the “Company”), the world’s largest online family history resource, reported financial results today for the fourth quarter and full year ended December 31, 2014.

Ancestry.com LLC – ANCESTRY.COM LLC REPORTS THIRD QUARTER 2014 FINANCIAL RESULTS – Q3 Non-GAAP Revenues $154.7 million, Up 8.3% Year-Over-Year – (October 22nd, 2014)

PROVO, Utah, October 22, 2014 – Ancestry.com LLC (the “Company”), the world’s largest online family history resource, reported financial results today for the third quarter ended September 30, 2014.

Ancestry.com LLC – ANCESTRY.COM LLC REPORTS SECOND QUARTER 2014 FINANCIAL RESULTS - Q2 Non-GAAP Revenues $156.1 million, Up to 13% Year-Over-Year - (July 23rd, 2014)

PROVO, Utah, July 23, 2014 – Ancestry.com LLC, the world’s largest online family history resource, reported financial results today for the second quarter ended June 30, 2014.

Ancestry.com LLC – ANCELUX TOPCO S.C.A. EQUITY INCENTIVE PLAN (as amended and restated effective May 2, 2014) (May 7th, 2014)
Ancestry.com LLC – ANCESTRY.COM LLC REPORTS FIRST QUARTER 2014 FINANCIAL RESULTS – Q1 Non-GAAP Revenues $153.6 million, Up 14% Year-Over-Year – (April 30th, 2014)

PROVO, Utah, April 30, 2014 – Ancestry.com LLC, the world’s largest online family history resource, reported financial results today for the first quarter ended March 31, 2014.

Ancestry.com LLC – GUARANTOR JOINDER AGREEMENT (February 28th, 2014)

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of January 28, 2013 by Anvil US 2 LLC, a limited liability company organized and existing under the laws of the State of Delaware (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

Ancestry.com LLC – Contract (February 28th, 2014)

SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 23, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Find A Grave, Inc., a Delaware corporation (the “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

Ancestry.com LLC – GUARANTOR JOINDER AGREEMENT (February 28th, 2014)

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of 28 January 2013 by, ANVILIRE LIMITED a limited liability company incorporated in Ireland with company registration number 521068 and having its registered office at Universal House, Shannon, Co. Clare (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

Ancestry.com LLC – Contract (February 28th, 2014)

THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 10, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), the entities listed on Schedule I hereto (each a “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

Ancestry.com LLC – GUARANTOR JOINDER AGREEMENT (February 28th, 2014)

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of 27 September 2013 by, ANVILIRE TWO an unlimited liability company incorporated in Ireland with company registration number 531750, which has its registered office at 70 Sir John Rogerson’s Quay, Dublin 2 (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

Ancestry.com LLC – Contract (February 28th, 2014)

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 28, 2012, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Anvil US 1 LLC, a Delaware limited liability company (“Parent”), the entities listed on Schedule I hereto (each a “Guaranteeing Subsidiary”), and Wells Fargo Bank, National Association, as trustee (the “Trustee”).

Ancestry.com LLC – Contract (February 28th, 2014)

FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 10, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), the entity listed on Schedule I hereto (the “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

Ancestry.com LLC – GUARANTOR JOINDER AGREEMENT (February 28th, 2014)

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of 28 January 2013 by (i) Ancelux 3 S.À R.L., a private limited liability company (société à responsabilité limitée), incorporated and existing under Luxembourg law, with registered office at 282, route de Longwy, L-1940 Luxembourg, registered with the register of commerce and companies of Luxembourg under the number B 174.275 and having a share capital of USD 22,000.- and (ii) Ancelux 4 S.à r.l. a sociéte à responsabilité limitée incorporated and existing under Luxembourg law, having its registered office at 282, route de Longwy, L-1940 Luxembourg, Grand-Duchy of Luxembourg and registered with the Luxembourg register of commerce and companies under B 174.224 and having a share capital of USD 18,000.- (the “Joining Parties”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as

Ancestry.com LLC – AMENDMENT No. 2, dated as of December 30, 2013 (this “Amendment”), to the Credit and Guaranty Agreement dated as of December 28, 2012, among ANCESTRY.COM INC., a Delaware corporation (the “Borrower”), ANCESTRY.COM LLC (F/K/A ANVIL US I LLC), a Delaware limited liability company (“Holdings”), Ancestry US Holdings Inc. (f/k/a Global Generations International Inc.) a Delaware corporation (“U.S. Holdings”), the Subsidiary Guarantors listed on the signature pages hereto, the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”), BARCLAYS BANK P (February 28th, 2014)

CREDIT AND GUARANTY AGREEMENT, dated as of December 28, 2012 (the “Original Credit Agreement” and as amended by Amendment No. 1 on May 15, 2013 (the “Existing Credit Agreement”) and as amended by Amendment No. 2 on December 30, 2013, this “Agreement”), among Ancestry.com LLC (f/k/a ANVIL US 1 LLC), a Delaware limited liability company (“Holdings”), Ancestry US Holdings Inc. (f/k/a Global Generations International Inc.), a Delaware corporation (“U.S. Holdings”), Ancestry.com Inc. (f/k/a Global Generations Merger Sub Inc.), a Delaware corporation (the “Borrower”), the Subsidiary Guarantors (this and each other capitalized term used herein without definition having the meaning assigned to such term in Section 1.1) from time to time party hereto, the several banks, financial institutions, institutional investors and other entities from time to time parties to this Agreement as lenders or holders of the Loans (the “Lenders”) and issuers of Letters of Credit and Barclays Bank PLC, as Adminis

Ancestry.com LLC – GUARANTOR JOINDER AGREEMENT (February 28th, 2014)

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of 28 January 2013 by ANVILIRE ONE LIMITED, a limited liability company incorporated in Ireland with company registration number 522541 and having its registered office at 25-28 North Wall Quay, Dublin 2 (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

Ancestry.com LLC – Contract (February 28th, 2014)

FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 27, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Anvilire Two, an Irish unlimited company (the “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

Ancestry.com LLC – GUARANTOR JOINDER AGREEMENT (February 28th, 2014)

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of 10 May 2013 by, ANCESTRY INFORMATION OPERATIONS COMPANY an unlimited liability company incorporated in Ireland with company registration number 503335, and ANCESTRY INTERNATIONAL DNA COMPANY an unlimited liability company incorporated in Ireland with company registration number 511170, both of which have their registered office at 70 Sir John Rogerson’s Quay, Dublin 2 (the “Joining Parties” and each a “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.