EXECUTION VERSION SECURITIES PURCHASE AGREEMENT by and among ATTUNITY LTD.Securities Purchase Agreement • February 22nd, 2005 • Attunity LTD • Services-prepackaged software • New York
Exhibit 4.13 LOAN AGREEMENT -------------- THIS LOAN AGREEMENT (this "Agreement") made as of the 3rd day of June 2004, by and between Attunity Ltd., an Israeli company number 520038019, of Einstein Building, Tirat Hacarmel, Israel 39101 (the...Loan Agreement • June 30th, 2004 • Attunity LTD • Services-prepackaged software
Execution Version REGISTRATION RIGHTS AGREEMENT ----------------------------- This Registration Rights Agreement (this "Agreement") is made and entered into as of January 24, 2005, by and among Attunity Ltd., an Israeli company (the "Company"), and...Registration Rights Agreement • February 22nd, 2005 • Attunity LTD • Services-prepackaged software
ATTUNITY LTD. 2,963,000 Ordinary Shares, nominal value New Israeli Shekels 0.4 per share UNDERWRITING AGREEMENTUnderwriting Agreement • December 6th, 2017 • Attunity LTD • Services-prepackaged software • New York
Exhibit 4.14 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR...Attunity LTD • June 30th, 2004 • Services-prepackaged software
EXECUTION VERSION NEITHER THE SECURITIES REPRESENTED BY THIS WARRANT NOR THE SECURITIES INTO WHICH THIS WARRANT IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON...Attunity LTD • February 22nd, 2005 • Services-prepackaged software
EXHIBIT 4.18 OUTSOURCING AGREEMENT This Outsourcing Agreement (this "Agreement"), entered into as of the 7th day of November, 2004 by and between One Software Technologies (O.S.T.) Ltd., a company organized and existing under the laws of the State of...Outsourcing Agreement • February 22nd, 2005 • Attunity LTD • Services-prepackaged software
SECURITIES PURCHASE AGREEMENT by and among ATTUNITY LTD. and THE PURCHASERS IDENTIFIED ON SCHEDULE A HERETO August 29, 2006Securities Purchase Agreement • August 30th, 2006 • Attunity LTD • Services-prepackaged software • New York
This Securities Purchase Agreement (this "Agreement") is dated as of August 29, 2006, by and among Attunity Ltd., an Israeli company (the "Company"), and each purchaser identified on Schedule A hereto (each, a "Purchaser" and collectively the "Purchasers").
FORM OF SECOND WARRANTSAttunity LTD • February 6th, 2007 • Services-prepackaged software
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR EXEMPTION FROM REGISTRATION UNDER THE FOREGOING LAWS.
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION AS OF JUNE 30, 2011, FOR THE SIX MONTHS ENDED JUNE 30, 2011, AND FOR THE YEAR ENDED DECEMBER 31, 2010Combined Financial • September 20th, 2011 • Attunity LTD • Services-prepackaged software
In connection with the Acquisition, the Company secured a short-term loan in the principal amount of $3.0 million from an Israeli bank (the " Bridge Loan”), which is repayable in January 2012 and bears interest at the rate of LIBOR plus 6%. Also, the Company and Plenus Technologies Ltd. (including its affiliates, "Plenus") entered into an amendment to the Loan Agreement and the related security agreements, all dated as of January 31, 2007 (as amended on March 30, 2009, the “Plenus Loan”), whereby, among other things, (i) the period during which Plenus is entitled to compensation (in general, 15% of the proceeds payable in a Fundamental Transaction (which term is defined in the Loan Agreement to include a sale of the Company through a merger, selling all or substantially all of the Company's assets, or a transaction in which a person or entity acquires more than 50% of the Company's outstanding shares)) upon consummation of a Fundamental Transaction was extended until December 31, 2017,
LOAN AGREEMENTLoan Agreement • February 6th, 2007 • Attunity LTD • Services-prepackaged software
THIS LOAN AGREEMENT (this “Agreement”) made as of the 31st day of January 2007, by and between Attunity Ltd., an Israeli company (number 52-003801-9), of Kfar Netter Industrial Park, Kfar Netter 40593, Israel (the “Company”) and Plenus Technologies, Ltd, an Israeli company, Plenus II, LP, a limited partnership organized under the laws of Israel, and Plenus II (DCM), LP, a limited partnership organized under the laws of Israel (collectively, “Plenus” or the “Lender”).For the purposes of this Agreement, including all of its schedules and exhibits, the “Effective Date” shall be the Closing Date.
Exhibit 4.12 Employment and Services Agreement --------------------------------- Duly made and executed in Haifa, Israel as of the ___ of March 2004 by and between Attunity Ltd. Company no. 520038019 of Einstein Building, Tirat Carmel 39101, Israel...Employment and Services Agreement • June 30th, 2004 • Attunity LTD • Services-prepackaged software
ATTUNIY LTD. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC Rights Agent BONUS RIGHTS AGREEMENT Dated as of June 7, 2016Bonus Rights Agreement • June 8th, 2016 • Attunity LTD • Services-prepackaged software • Delaware
This Bonus Rights Agreement, dated as of June 7, 2016, (this "Rights Agreement") between Attunity Ltd., an Israeli company (the "Company"), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as Rights Agent (the "Rights Agent").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 30th, 2006 • Attunity LTD • Services-prepackaged software
This Registration Rights Agreement (this “Agreement”) is made and entered into as of [ ], 2006, by and among Attunity Ltd., an Israeli company (the “Company”), and each of the purchasers signatory hereto (each such purchaser, a “Purchaser” and collectively, the “Purchasers”).
FLOATING CHARGE AGREEMENTFloating Charge Agreement • February 6th, 2007 • Attunity LTD • Services-prepackaged software
THIS FLOATING CHARGE AGREEMENT (this “Agreement”) made as of the 31st day of January 2007, by and among Attunity Ltd., an Israeli company (number 52-003801-9) of Kfar Netter Industrial Park, Kfar Netter 40593, Israel (the “Pledgor”); and Plenus Technologies Ltd., Plenus II, LP and Plenus II (DCM), LP of Delta House, 16 Abba Eben Avenue, Herzeliya 46725, Israel) (collectively “Plenus” or “Lender”).
WARRANTAttunity LTD • March 13th, 2012 • Services-prepackaged software • New York
THIS CERTIFIES THAT, for value received, [ ] (the “Holder”) is the registered holder of a Warrant or Warrants expiring December 30, 2014, (the “Warrant”) to purchase one fully paid and non-assessable ordinary share, par value NIS 0.10 (“Shares”), of Attunity Ltd, an Israeli corporation (the “Company”), for each Warrant evidenced by this Warrant. The Warrant entitles the Holder to purchase from the Company, during the period (“Exercise Period”) commencing on December 31, 2011, and terminating at 5:00 p.m., eastern time, on December 30, 2014, (the “Expiration Date”), such number of Shares of the Company at the price of $0.12 per share (the “Warrant Price”), subject to adjustment, upon surrender of this Warrant and payment of the Warrant Price at the office of the Company (such payment to be made by check made payable to the Company), but only subject to the conditions set forth herein.
AGREEMENT AND PLAN OF MERGER by and among QLIKTECH INTERNATIONAL AB JOFFIGER LTD. PROJECT ALPHA INTERMEDIATE HOLDING, INC. QLIK TECHNOLOGIES, INC. and ATTUNITY LTD. February 21, 2019Agreement and Plan of Merger • February 25th, 2019 • Attunity LTD • Services-prepackaged software • New York
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of February 21, 2019 by and among QlikTech International AB, a company organized under the laws of the State of Sweden (“Parent”), Joffiger Ltd., a company organized under the laws of the State of Israel and a wholly-owned subsidiary of Parent (“Merger Sub”), Attunity Ltd., a company organized under the laws of the State of Israel (the “Company”), and, solely for purposes of Section 6.4, Section 7.2(f), Section 7.10 and Section 10.12 hereof, Project Alpha Intermediate Holding, Inc., a Delaware corporation (“Ultimate Parent”) and, solely for purposes of Section 6.4, Section 7.2(f), Section 7.10 and Section 10.12 hereof, Qlik Technologies, Inc. (“Qlik Technologies”). All capitalized terms used in this Agreement shall have the respective meanings ascribed thereto in ARTICLE I.
EXHIBIT 4.15 (Translation from Hebrew) PERSONAL AND SPECIAL EMPLOYMENT AGREEMENT Made and signed in Herzliya on the ___ day of July, 2004Personal and Special Employment Agreement • June 30th, 2005 • Attunity LTD • Services-prepackaged software
AGREEMENT AND PLAN OF MERGER BY AND AMONG ATTUNITY LTD., ATTUNITY INC., ATLAS TOPAZ ACQUISITION INC., REPLIWEB INC., THE STOCKHOLDERS OF REPLIWEB INC. LISTED IN SCHEDULE A HERETO AND YOSSI MORIEL AND ELAD BARON, AS STOCKHOLDER REPRESENTATIVES DATED AS...Agreement and Plan of Merger • April 2nd, 2012 • Attunity LTD • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of September 7, 2011 (this “Agreement”), by and among Attunity Ltd., a company organized under the laws of the State of Israel (“Parent”), Attunity Inc., a corporation organized under the laws of the State of Massachusetts and a wholly owned subsidiary of Parent (“Buyer”), Atlas Topaz Acquisition Inc., a corporation organized under the laws of the State of Delaware and a wholly owned subsidiary of Buyer (“Merger Sub”), RepliWeb Inc., a corporation organized under the laws of the State of Delaware (the “Company”), the Stockholders of the Company listed in Schedule A of this Agreement (“Executing Stockholders”) and Yossi Moriel and Elad Baron, as the Stockholder Representatives (as defined below).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 14th, 2015 • Attunity LTD • Services-prepackaged software • Delaware
This Registration Rights Agreement (this “Agreement”) is entered into as of March 18, 2015, by and among Attunity Ltd., an Israeli company (the “Company”), the persons and entities listed on Exhibit A hereto (as may be amended from time to time pursuant to Section 3.7 hereof, the “Sellers”), and Frank Gelbart, as the Stockholders’ Representative (the “Stockholders’ Representative”).
FIXED CHARGE AGREEMENTFixed Charge Agreement • February 6th, 2007 • Attunity LTD • Services-prepackaged software
THIS FIXED CHARGE AGREEMENT (this “Agreement”) made as of the 31st day of January 2007, by and among Attunity Ltd., a company duly incorporated under the laws of the State of Israel, having its principal place of business at Kfar Netter Industrial Park, Kfar Netter 40593, Israel (the “Pledgor”), and Plenus Technologies Ltd. Plenus II, LP and Plenus II (DCM), LP of Delta House, 16 Abba Eben Avenue, Herzeliya 46725, Israel (collectively “Plenus” or the “Lender”).
THIRD EXTENSION AGREEMENTThird Extension Agreement • February 2nd, 2011 • Attunity LTD • Services-prepackaged software
This Third Extension Agreement (this “Agreement”) is made effective as of December 31, 2010 (the “Effective Date”), by and among (i) Attunity Ltd., a company organized under the laws of the State of Israel and registered under No. 52-004306-8 (the “Company”), and (ii) the individuals and entities listed in Exhibit A hereto (each, a “Holder” and collectively, “Holders”).
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • April 6th, 2009 • Attunity LTD • Services-prepackaged software • New York
THIS WARRANT AGENCY AGREEMENT dated as of April __, 2009 between ATTUNITY LTD, an Israeli corporation, with offices at Kfar Netter Industrial Park, POB 3787 Kfar Netter 40593, Israel (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company, with offices at 59 Maiden Lane, New York, New York 10038, as warrant agent (the “Agent”).
VOTING AGREEMENTVoting Agreement • February 25th, 2019 • Attunity LTD • Services-prepackaged software • New York
THIS VOTING AGREEMENT (this “Agreement”), dated as of February 21, 2019, by and among QlikTech International AB, a company organized under the laws of the State of Sweden (“Parent”), Joffiger Ltd., a company organized under the laws of the State of Israel and a wholly‑owned subsidiary of Parent (“Merger Sub”), Project Alpha Intermediate Holding, Inc., a company organized under the laws of Delaware, and the undersigned shareholder (“Shareholder”) of Attunity Ltd., a company organized under the laws of the State of Israel (the “Company”). Capitalized terms used but not defined herein shall have the meanings given to them in the Merger Agreement (as defined below).
FIXED CHARGE AGREEMENTFixed Charge Agreement • November 26th, 2008 • Attunity LTD • Services-prepackaged software
THIS FIXED CHARGE AGREEMENT (this “Agreement”) made as of the __ day of November 2008, by and among Attunity Ltd., a company duly incorporated under the laws of the State of Israel, having its principal place of business at Kfar Netter Industrial Park, Kfar Netter 40593, Israel (the “Pledgor”), and the signatories hereto (collectively, the “Lender”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG ATTUNITY LTD., ATTUNITY INC., ATLAS ACQUISITION SUB 1, LLC, ATLAS ACQUISITION SUB 2, LLC, APPFLUENT TECHNOLOGY, INC. AND FRANK GELBART, AS STOCKHOLDERS’ REPRESENTATIVE DATED AS OF MARCH 5, 2015Agreement and Plan of Merger • April 14th, 2015 • Attunity LTD • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of March 5, 2015 (this “Agreement”), by and among Attunity Ltd., a company organized under the laws of the State of Israel (“Parent”), Attunity Inc., a corporation organized under the laws of the State of Massachusetts and a wholly owned subsidiary of Parent (“Buyer”), Atlas Acquisition Sub 1, LLC, a limited liability company organized under the laws of the State of Delaware and a wholly owned subsidiary of Buyer (“Merger Sub 1”), Atlas Acquisition Sub 2, LLC, a limited liability company organized under the laws of the State of Delaware and a wholly owned subsidiary of Buyer (“Merger Sub 2” and together with Merger Sub 1, “Merger Subs”), Appfluent Technology, Inc., a corporation organized under the laws of the State of Delaware (the “Company”) and Frank Gelbart, as the Stockholders’ Representative.
CHANGE DATA CAPTURE OEM AGREEMENTChange Data Capture Oem Agreement • March 31st, 2011 • Attunity LTD • Services-prepackaged software • Washington
This Change Data Capture OEM Agreement (this “Agreement”) is made and entered into as of December 14, 2010 (the “Effective Date”), by and between Attunity Inc., a corporation organized under the laws the Commonwealth of Massachusetts, (“Attunity”), and Microsoft Corporation, a corporation organized under the laws of the State of Washington (“Microsoft”).
FIXED CHARGE AGREEMENTFixed Charge Agreement • June 8th, 2006 • Attunity LTD • Services-prepackaged software
THIS FIXED CHARGE AGREEMENT (this “Agreement”) made as of the 1st day of May 2006, by and among Attunity Ltd., a company duly incorporated under the laws of the State of Israel, having its principal place of business at Kfar Netter Industrial Park, Kfar Netter 40593, Israel (the “Pledgor”), Plenus Technologies Ltd. of Delta House, 16 Abba Eben Avenue, Herzeliya 46725, Israel (“Plenus” or the “Lender”), and Golden Gate Bridge Fund (Israel), Limited Partnership and United Mizrachi Bank, Ltd. (the “Co-lenders”).
AMENDMENT NO. 2 TO BONUS RIGHTS AGREEMENTBonus Rights Agreement • June 28th, 2018 • Attunity LTD • Services-prepackaged software
Amendment No. 2, dated as of June 22, 2018 (this “Amendment”), to the Bonus Rights Agreement, dated as of June 7, 2016 and amended by Amendment No. 1 to Bonus Rights Agreement, dated as of June 19, 2017 (as amended, the “Rights Agreement”), between Attunity Ltd., an Israeli company (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as Rights Agent (the “Rights Agent”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Rights Agreement.
SECOND EXTENSION AGREEMENTSecond Extension Agreement • April 7th, 2010 • Attunity LTD • Services-prepackaged software
This Second Extension Agreement (this “Agreement”) is entered into as of March 23, 2010, by and among (i) Attunity Ltd., a company organized under the laws of the State of Israel and registered under No. 52-004306-8 (the “Company”), and (ii) the individuals and entities listed in Exhibit A hereto (each, a “Holder” and collectively, “Holders”).
AMENDMENT NO. 1 TO BONUS RIGHTS AGREEMENTBonus Rights Agreement • June 20th, 2017 • Attunity LTD • Services-prepackaged software
Amendment No. 1, dated as of June 19, 2017 (this "Amendment"), to the Bonus Rights Agreement, dated as of June 7, 2016 (the "Rights Agreement"), between Attunity Ltd., an Israeli company (the "Company"), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as Rights Agent (the "Rights Agent"). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Rights Agreement.
AMENDMENT TO LOAN AGREEMENTLoan Agreement • April 6th, 2009 • Attunity LTD • Services-prepackaged software
THIS AMENDMENT TO LOAN AGREEMENT (this “Amendment”) made as of the 31th day of March, 2009, by and between Attunity Ltd., an Israeli company (the “Borrower”), and the Lenders set forth in Schedule 1 (the “Lenders”).
EXTENSION AGREEMENTExtension Agreement • April 6th, 2009 • Attunity LTD • Services-prepackaged software
This Extension Agreement (this “Agreement”) is entered into as of January 7, 2009, by and among (i) Attunity Ltd., a company organized under the laws of the State of Israel and registered under No. 52-004306-8 (the “Company”), and (ii) the individuals and entities listed in Exhibit A hereto (each, a “Holder” and collectively, “Holders”).
LOAN AGREEMENTLoan Agreement • November 26th, 2008 • Attunity LTD • Services-prepackaged software
THIS LOAN AGREEMENT (this “Agreement”) made as of the __th day of November, 2008, by and between Attunity Ltd., an Israeli company (the “Borrower”), and the Lenders set forth in Schedule 1 (the “Lenders”).
FLOATING CHARGE AGREEMENTFloating Charge Agreement • November 26th, 2008 • Attunity LTD • Services-prepackaged software
THIS FLOATING CHARGE AGREEMENT (this “Agreement”) made as of the ___ day of November 2008, by and among Attunity Ltd., an Israeli company (number 52-003801-9) of Kfar Netter Industrial Park, Kfar Netter 40593, Israel (the “Pledgor”); and the signatories hereto (collectively, the “Lender”).
