Black Knight Financial Services, Inc. [●] Shares of Class A Common Stock Form of Underwriting AgreementBlack Knight Financial Services, Inc. • May 11th, 2015 • Services-prepackaged software • New York
This letter is being delivered to you in connection with the offering by Black Knight Financial Services, Inc. (the “Company”) of shares of Class A common stock, $0.0001 par value (the “Common Stock”), of the Company and the lock-up letter dated , 20 (the “Lock-up Letter”), executed by you in connection with such offering, and your request for a [waiver] [release] dated , 20 , with respect to shares of Common Stock (the “Shares”).
INDENTURE 3.625% Senior Notes Due 2028 among BLACK KNIGHT INFOSERV, LLC, as the Issuer, THE GUARANTORS PARTY HERETO and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee Dated August 26, 2020Indenture • August 26th, 2020 • Black Knight, Inc. • Services-prepackaged software • New York
INDENTURE, dated as of August 26, 2020, among Black Knight InfoServ, LLC, a Delaware limited liability company (the “Issuer”), the Guarantors (as defined herein) and Wells Fargo Bank, National Association, as Trustee (as defined herein).
EMPLOYMENT AGREEMENTEmployment Agreement • April 20th, 2015 • Black Knight Financial Services, Inc. • Services-prepackaged software • Florida
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of January 10, 2014 (the “Effective Date”), by and between BKFS I MANAGEMENT, INC., a Delaware corporation (the “Company”), and WILLIAM P. FOLEY, II (the “Employee”). In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:
Lender Processing Services, Inc. as Issuer the Guarantors party hereto and U.S. Bank National Association as Trustee Senior Notes Indenture Dated as of October 12, 2012 5.75% Senior Notes Due 2023Supplemental Indenture • December 23rd, 2014 • Black Knight Financial Services, Inc. • New York
INDENTURE, dated as of October 12, 2012, among Lender Processing Services, Inc., a Delaware corporation, as the Company, the Guarantors party hereto and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America and having a corporate trust office in Atlanta, Georgia, as Trustee.
BLACK KNIGHT FINANCIAL SERVICES, LLC UNIT GRANT AGREEMENTUnit Grant Agreement • April 20th, 2015 • Black Knight Financial Services, Inc. • Services-prepackaged software • New York
This Unit Grant Agreement (this “Agreement”) is made as of March 31, 2014 (the “Grant Date”) by Black Knight Financial Services, LLC, a Delaware limited liability company (the “Company”), with David Hunt (the “Grantee”). Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Amended and Restated Limited Liability Company Agreement of the Company dated as of January 3, 2014, as may be amended from time to time, or any successor agreement thereto (the “LLC Agreement”).
AGREEMENT AND PLAN OF MERGER dated as of May 4, 2022, among INTERCONTINENTAL EXCHANGE, INC., SAND MERGER SUB CORPORATION and BLACK KNIGHT, INC.Agreement and Plan of Merger • May 5th, 2022 • Black Knight, Inc. • Services-prepackaged software • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of May 4, 2022, among Intercontinental Exchange, Inc., a Delaware corporation (“Parent”), Sand Merger Sub Corporation, a Delaware corporation and a Subsidiary of Parent (“Sub”), and Black Knight, Inc., a Delaware corporation (the “Company”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 4th, 2015 • Black Knight Financial Services, Inc. • Services-prepackaged software • Florida
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of April 23, 2015 (the “Effective Date”), by and between BKFS I Management, Inc., a Delaware corporation (the “Company”) and Kirk Larsen (the “Employee”) and amends and restates that certain employment agreement between the Company and Employee dated as of December 1, 2013 and amended and restated employment agreement dated as of January 3, 2014. In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:
DUN & BRADSTREET HOLDINGS, INC. COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • June 29th, 2020 • Black Knight, Inc. • Services-prepackaged software • New York
THIS COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of June 23, 2020, by and between Dun & Bradstreet Holdings, Inc., a Delaware corporation (the “Company”), and Black Knight InfoServ, LLC, a Delaware limited liability company (the “Investor”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 26th, 2016 • Black Knight Financial Services, Inc. • Services-prepackaged software • Florida
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") is effective as of January 8, 2016 (the "Effective Date"), by and between BKFS I MANAGEMENT, INC., a Delaware corporation (the "Company"), and WILLIAM P. FOLEY, II (the "Employee"). In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 28th, 2017 • Black Knight Financial Services, Inc. • Services-prepackaged software • Florida
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") is effective as of July 17, 2017 (the "Effective Date"), by and between BKFS I MANAGEMENT, INC., a Delaware corporation (the "Company"), and Joseph M. Nackashi (the "Employee"). In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:
8,000,000 Shares of Common Stock Underwriting AgreementBlack Knight, Inc. • February 20th, 2018 • Services-prepackaged software • New York
AMENDMENT NO. 1Credit and Guaranty Agreement • June 26th, 2023 • Black Knight, Inc. • Services-prepackaged software • New York
Reference is made to that certain Credit and Guaranty Agreement, dated as of May 27, 2015 (the “Original Closing Date”) (as amended and restated by that certain Amended and Restated Credit and Guaranty Agreement, dated as of April 30, 2018 (the “First Restatement Date”), as amended by that certain First Amendment to Amended and Restated Credit and Guaranty Agreement, dated as of August 7, 2020, and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time immediately prior to the date hereof, the “Original Credit Agreement”), by and among the Borrower, Holdings, the subsidiaries of the Borrower from time to time party thereto, the lenders from time to time party thereto and JPMCB (as defined below), as administrative agent.
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF OPTIMAL BLUE HOLDCO, LLC, A DELAWARE LIMITED LIABILITY COMPANY Dated November 24, 2020Limited Liability Company Agreement • February 26th, 2021 • Black Knight, Inc. • Services-prepackaged software • Delaware
THE MEMBERSHIP INTERESTS AND UNITS ISSUED PURSUANT TO THIS SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (COLLECTIVELY, THE “LLC INTERESTS”) HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. THE LLC INTERESTS MAY NOT BE SOLD, ASSIGNED, PLEDGED OR OTHERWISE DISPOSED OF AT ANY TIME WITHOUT EFFECTIVE REGISTRATION UNDER SUCH ACT AND LAWS OR EXEMPTION THEREFROM, AND COMPLIANCE WITH THE OTHER SUBSTANTIAL RESTRICTIONS ON TRANSFER SET FORTH HEREIN.
AMENDMENT NO. 1 TO NOTICE OF RESTRICTED STOCK GRANT AND RESTRICTED STOCK AWARD AGREEEMENTGrant and Restricted Stock Award Agreement • August 3rd, 2023 • Black Knight, Inc. • Services-prepackaged software
THIS AMENDMENT NO. 1 TO NOTICE OF RESTRICTED STOCK GRANT AND RESTRICTED STOCK AWARD AGREEMENT (the “Amendment”) is effective as of June 30, 2023, by and between Black Knight, Inc., a Delaware corporation (the “Company”), and [NAME] (“Grantee”) and amends that certain Notice of Restricted Stock Grant and Restricted Stock Award Agreement (Subject to Time-Based Restriction and Performance Restriction) (the “Agreement”) between the Company and Grantee with an Effective Date of Grant of March 10, 2021, which was issued under the Black Knight, Inc. Amended and Restated 2015 Omnibus Incentive Plan (the “Plan”). The Company and Grantee hereby agree that the Agreement and the Plan are in full force and effect as of the date hereof and the terms and conditions of the Agreement and the Plan are incorporated herein by reference, except as specifically amended below. In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:
INTEREST EXCHANGE AGREEMENTInterest Exchange Agreement • June 9th, 2017 • Black Knight Financial Services, Inc. • Services-prepackaged software • Delaware
THIS INTEREST EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of June 8, 2017 by and among BLACK KNIGHT HOLDCO CORP., a Delaware corporation (“New Black Knight” or the “Company”), THL EQUITY FUND VI INVESTORS (BKFS-LM), LLC, a Delaware limited liability company (“THL-LM”), THL EQUITY FUND VI INVESTORS (BKFS-NB), LLC, a Delaware limited liability company (“THL-NB” and, together with THL-LM, the “Interest Holders”), and Black Knight Financial Services, Inc., a Delaware corporation (“BKFS”).
THIRD AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 18th, 2022 • Black Knight, Inc. • Services-prepackaged software • Florida
THIS THIRD AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) is effective as of May 16, 2022 (the “Amendment Effective Date”), by and between BKFS I SERVICES, LLC, a Delaware corporation (the “Company”), and KIRK T. LARSEN (the “Employee”) and amends that certain Amended and Restated Employment Agreement dated as of April 23, 2015 (as amended on March 17, 2016 and April 30, 2016 (together with this Amendment, the “Agreement”), which the Company and Employee hereby agree is in full force and effect as of the date hereof and the terms and conditions of which are incorporated herein by reference. In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:
FORM OF SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BLACK KNIGHT FINANCIAL SERVICES, LLC, A DELAWARE LIMITED LIABILITY COMPANY Dated [•], 2015 by and among BLACK KNIGHT FINANCIAL SERVICES, INC., A DELAWARE CORPORATION AND THE...Limited Liability Company Agreement • May 11th, 2015 • Black Knight Financial Services, Inc. • Services-prepackaged software • New York
THIS SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) is entered into as of [•], 2015, by and among (i) BLACK KNIGHT FINANCIAL SERVICES, LLC, a Delaware limited liability company (the “Company”), (ii) BLACK KNIGHT FINANCIAL SERVICES, INC., a Delaware corporation, (“Public Co”), (iii) THL EQUITY FUND VI INVESTORS (BKFS-LM), LLC, a Delaware limited liability company, and THL EQUITY FUND VI INVESTORS (BKFS-NB), LLC, a Delaware limited liability company (together, “THL”), (iv) BLACK KNIGHT HOLDINGS, INC., a Delaware corporation (f/k/a Black Knight Financial Services, Inc.) (“Parent”), (v) Chicago Title Insurance Company, a Nebraska corporation (“Chicago Title”), (vi) Fidelity National Title Insurance Company, a California corporation (“Fidelity Title”), and (vii) the other Persons that may from time to time become parties hereto in accordance with the terms hereof. THL, Parent, Public Co, Chicago Title, Fidelity Title and each other Person that is or may b
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • August 10th, 2020 • Black Knight, Inc. • Services-prepackaged software • Delaware
This Forward Purchase Agreement (this “Agreement”) is entered into as of July 26, 2020, by and between Black Knight, Inc., a Delaware corporation (“Black Knight”), and Cannae Holdings, LLC a Delaware limited liability company (the “Purchaser”).
BLACK KNIGHT FINANCIAL SERVICES, INC.Restricted Stock Award Agreement • May 4th, 2015 • Black Knight Financial Services, Inc. • Services-prepackaged software • Florida
FORM OF REGISTRATION RIGHTS AGREEMENT by and among Black Knight Financial Services, Inc. and the other parties heretoJoinder Agreement • March 30th, 2015 • Black Knight Financial Services, Inc. • Services-prepackaged software • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of [—], 2015, by and among (i) Black Knight Financial Services, Inc., a Delaware corporation (the “Company”), (ii) Black Knight Holdings, Inc. a Delaware corporation (f/k/a Black Knight Financial Services, Inc.) (“Parent”), (iii) the Persons listed on the signature pages hereto as a THL Party (together, the “THL Party”), (iv) Chicago Title Insurance Company, a Nebraska corporation (“Chicago Title”) (v) Fidelity National Title Insurance Company, a California corporation (“Fidelity Title”)1, (vi) (A) each other Person that is a holder of Units (as defined below) as of the date of this Agreement, or (B) each other Person that from time to time becomes a holder of Units or Class A Common Stock (as defined below) and signs a Joinder and becomes a party to this Agreement (each such Person in this clause (vi), a “Holder” and, collectively, the “Holders”), (vii) the Persons that may hereafter become parties to this Agreement and
CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • March 2nd, 2017 • Black Knight Financial Services, Inc. • Services-prepackaged software • New York
This FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENT, dated as of February 27, 2017 (this “Amendment”) by and among Black Knight InfoServ, LLC, a Delaware limited liability company, as the borrower (the “Borrower”), and JPMorgan Chase Bank, N.A. (“JPM”), as administrative agent (in such capacity, the “Administrative Agent”) and on behalf of the Consenting Lenders (as defined below) pursuant to Section 11.01 of the Credit Agreement referred to below. Capitalized terms not otherwise defined in this Amendment have the same meanings as specified in the Credit Agreement referred to below, as amended by this Amendment.
AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF MERGERThe Agreement and Plan of Merger • March 7th, 2023 • Black Knight, Inc. • Services-prepackaged software
THIS AMENDMENT NO. 1 (this “Amendment”), dated as of March 7, 2023, to the Agreement and Plan of Merger, dated as of May 4, 2022 (the “Merger Agreement”), by and among Intercontinental Exchange, Inc., a Delaware corporation (“Parent”), Sand Merger Sub Corporation, a Delaware corporation and a Subsidiary of Parent (“Sub”), and Black Knight, Inc., a Delaware corporation (the “Company” and, together with Parent and Sub, the “Parties” and each, a “Party”), is entered into by and among Parent, Sub and the Company. Capitalized terms used but not defined elsewhere in this Amendment shall have the meanings ascribed to them in the Merger Agreement.
SUPPLEMENTAL INDENTURE dated as of January 2, 2014 among Lender Processing Services, Inc. Black Knight Lending Solutions, Inc. Fidelity National Financial, Inc. and U.S. Bank National Association, as TrusteeSupplemental Indenture • December 23rd, 2014 • Black Knight Financial Services, Inc. • New York
Underwriting AgreementLock-Up Agreement • May 11th, 2018 • Black Knight, Inc. • Services-prepackaged software • New York
Restricted Stock Award Agreement (Subject to Time-Based Restriction)Restricted Stock Award Agreement • November 3rd, 2016 • Black Knight Financial Services, Inc. • Services-prepackaged software
This AMENDMENT (the “Amendment”), effective as of August 19, 2016, is by and between Black Knight Financial Services, Inc., a Delaware corporation (the “Company”), and [ ] (the “Grantee”).
DIRECTOR SERVICES AGREEMENTDirector Services Agreement • November 22nd, 2019 • Black Knight, Inc. • Services-prepackaged software • Florida
THIS DIRECTOR SERVICES AGREEMENT (the “Agreement”) is effective as of December 1, 2019 (the “Effective Date”), by and between BLACK KNIGHT, INC., a Delaware corporation (the “Company”), and WILLIAM P. FOLEY, II (the “Foley”). In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • May 5th, 2020 • Black Knight, Inc. • Services-prepackaged software • Florida
EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of April 8, 2013, (the “Effective Date”), by and between LPS MANAGEMENT LLC, a Delaware limited liability company (the “Company”), and SHELLEY LEONARD (the “Employee”). In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:
AMENDED AND RESTATED INTERCOMPANY NOTEIntercompany Note • December 23rd, 2014 • Black Knight Financial Services, Inc. • Delaware
WHEREAS, Fidelity National Financial, Inc., a Delaware corporation (the “Lender”), and Black Knight Holdings, Inc. (formerly Black Knight Financial Services, Inc.), a Delaware corporation (the “Initial Borrower”) entered into that certain Intercompany Note, dated as of January 2, 2014 (the “Existing Note”), pursuant to which the Lender extended a loan in an original principal amount of $1,175,000,000.00 to the Initial Borrower;
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 9th, 2016 • Black Knight Financial Services, Inc. • Services-prepackaged software
THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (the "Amendment") is effective as of April 30, 2016 (the "Effective Date"), by and between BKFS I MANAGEMENT, INC., a Delaware corporation (the "Company"), and KIRK LARSEN (the "Employee") and amends that certain Employment Agreement dated as of April 23, 2015, as amended by the Amendment to Employment Agreement dated as of March 17, 2016 (the “Agreement”). In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:
FOURTH SUPPLEMENTAL INDENTURE dated as of June 6, 2016 by and among Black Knight InfoServ, LLC (f/k/a Lender Processing Services, Inc.), Black Knight Lending Solutions, Inc., The Guarantor Party Hereto and U.S. Bank National Association, as Trustee...Fourth Supplemental Indenture • August 9th, 2016 • Black Knight Financial Services, Inc. • Services-prepackaged software • New York
THIS FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”), entered into as of June 6, 2016, by and among Black Knight InfoServ, LLC, a Delaware limited liability company, as issuer (f/k/a Lender Processing Services, Inc., the “Issuer”), Black Knight Lending Solutions, Inc., a Delaware corporation and wholly-owned subsidiary of the Issuer, as co-issuer (together with the Issuer, the “Issuers”), RealEC Technologies, LLC, a Delaware limited liability company (the “Undersigned”) and U.S. Bank National Association, as trustee (the “Trustee”).
AMENDMENT No. 2 TO EMPLOYMENT AGREEMENTEmployment Agreement • April 29th, 2016 • Black Knight Financial Services, Inc. • Services-prepackaged software
THIS AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (the "Amendment") is effective as of January 3, 2016 (the "Effective Date"), by and between BKFS I MANAGEMENT, INC., a Delaware corporation (the "Company"), and TONY OREFICE (the "Employee") and amends that certain Employment Agreement dated as of January 3, 2014 and Amendment to Employment Agreement dated as of September 2, 2014 (collectively, the “Agreement”). In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:
EQUITY PURCHASE AGREEMENT by and among PROJECT BADGER HOLDCO INC., BLACK KNIGHT, INC., and solely for purposes of Section 5.02, Section 5.05(c), Section 10.03 and Article XI, INTERCONTINENTAL EXCHANGE, INC. Dated as of July 14, 2023Equity Purchase Agreement • July 17th, 2023 • Black Knight, Inc. • Services-prepackaged software • Delaware
This EQUITY PURCHASE AGREEMENT (this “Agreement”), dated as of July 14, 2023, by and among Project Badger HoldCo Inc., a Delaware corporation and Subsidiary of Payment Guarantor (as defined below) and direct Subsidiary of Performance Guarantor (as defined below) (the “Purchaser”), Black Knight, Inc., a Delaware corporation (the “Seller”), and, solely for purposes of Section 5.02, Section 5.05(c), Section 10.03 and Article XI, Intercontinental Exchange, Inc., a Delaware corporation (“ICE” and, collectively with the Purchaser and the Seller, the “Parties”).
FORM OF ADVANCEMENT AGREEMENTForm of Advancement Agreement • March 30th, 2015 • Black Knight Financial Services, Inc. • Services-prepackaged software • Delaware
This Advancement Agreement (this “Agreement”) is entered into as of [ ], 2015 by and between Black Knight Financial Services, LLC, a Delaware limited liability company (including any successor, the “Operating Company”) and Black Knight Financial Services, Inc., a Delaware corporation (including any successor, the “Corporation”). Certain capitalized terms used in this Agreement are defined in Section 3.
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • August 11th, 2020 • Black Knight, Inc. • Services-prepackaged software • New York
This FIRST Amendment TO amended and restated CREDIT AND GUARANTY AGREEMENT (this “Amendment”), dated August 7, 2020, is entered into by and among Black Knight InfoServ, LLC, a Delaware limited liability company (the “Borrower”), Black Knight Financial Services, LLC, a Delaware limited liability company (“Holdings”), the Lenders party hereto (collectively constituting the Required Lenders) and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”). Capitalized terms used herein shall have the meanings given to them in the Amended Credit Agreement (as defined below) unless otherwise specified.
THIRD SUPPLEMENTAL INDENTURE dated as of May 27, 2015 among Black Knight InfoServ, LLC (f/k/a Lender Processing Services, Inc.), Black Knight Lending Solutions, Inc., The Guarantors Party Hereto andThird Supplemental Indenture • May 28th, 2015 • Black Knight Financial Services, Inc. • Services-prepackaged software • New York
