SECOND AMENDMENT TO CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • September 15th, 2009 • Ancestry.com Inc. • Services-computer processing & data preparation • New York
WHEREAS, the Borrower, the Guarantors, the Lenders, the Administrative Agent and the other agents party thereto are parties to a certain Credit and Guaranty Agreement dated as of December 5, 2007, as amended by a certain First Amendment to Credit and Guaranty Agreement dated as of March 31, 2008 (as amended, the “Credit Agreement”); and
STOCKHOLDERS AGREEMENTStockholders Agreement • September 15th, 2009 • Ancestry.com Inc. • Services-computer processing & data preparation • Delaware
THIS STOCKHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of December 5, 2007 (the “Effective Date”), by and among Generations Holding, Inc., a Delaware corporation (the “Company”), each of the Persons listed on Schedule I attached hereto (the “Spectrum Group Stockholders”), each of the Persons listed on Schedule II attached hereto or who otherwise agree to be bound by the provisions hereof as an Other Stockholder by executing a joinder agreement (each such Person an “Other Stockholder” and collectively, the “Other Stockholders”), and each of the Persons listed on Schedule III attached hereto or who otherwise agree to be bound by the provisions hereof as a Management Stockholder by executing a joinder agreement (each such Person a “Management Stockholder” and collectively, the “Management Stockholders”) (the Spectrum Group Stockholders, the Other Stockholders and the Management Stockholders are collectively referred to herein as the “Stockholders,” and each as a “Stock
MYFAMILY.COM, INC. EXECUTIVE STOCK PLAN STOCK OPTION AGREEMENTStock Plan • September 15th, 2009 • Ancestry.com Inc. • Services-computer processing & data preparation • Delaware
Unless otherwise defined herein, the terms defined in the Executive Stock Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement (this “Option Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 15th, 2009 • Ancestry.com Inc. • Services-computer processing & data preparation • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of December 5, 2007 (the “Effective Date”), by and among Generations Holding, Inc., a Delaware corporation (the “Company”), each of the Persons listed on Schedule I attached hereto (the “Spectrum Group Stockholders”), and each of the Persons listed on Schedule II attached hereto (each such Person, an “Other Stockholder” and collectively, the “Other Stockholders”). The Spectrum Group Stockholders and the Other Stockholders are collectively referred to herein as the “Stockholders,” and each as a “Stockholder”. Unless otherwise indicated herein, capitalized terms used herein are defined in paragraph 9 hereof.
STOCK OPTION AGREEMENTStock Option Agreement • September 15th, 2009 • Ancestry.com Inc. • Services-computer processing & data preparation • Delaware
THIS STOCK OPTION AGREEMENT (this “Agreement”) is made and entered into as of ______, 2008, between Generations Holding, Inc., a Delaware corporation (the “Company”), and __________(“Employee”).
STOCK OPTION AGREEMENT FOR NON–U.S. EMPLOYEESStock Option Agreement for Non • September 15th, 2009 • Ancestry.com Inc. • Services-computer processing & data preparation • Delaware
THIS STOCK OPTION AGREEMENT (this “Agreement”) is made and entered into as of ______, 2008, between Generations Holding, Inc., a Delaware corporation (the “Company”), and _________(“Employee”).
CREDIT AND GUARANTY AGREEMENT Dated as of December 5, 2007 by and among THE GENERATIONS NETWORK, INC. (as borrower from and after merger with HALEY ACQUISITION CORPORATION), HALEY ACQUISITION CORPORATION (as borrower prior to merger with and into THE...Credit and Guaranty Agreement • September 15th, 2009 • Ancestry.com Inc. • Services-computer processing & data preparation • New York
This CREDIT AND GUARANTY AGREEMENT is entered into as of December 5, 2007 among THE GENERATIONS NETWORK, INC., a Delaware corporation, as borrower upon and at all times after giving effect to the Target Acquisition, HALEY ACQUISITION CORPORATION, a Delaware corporation (the “Merger Subsidiary”), as borrower prior to giving effect to the Target Acquisition, the Guarantors (as hereinafter defined) from time to time party hereto, the Lenders (as hereinafter defined) from time to time party hereto, and CIT LENDING SERVICES CORPORATION, as Administrative Agent, BANK OF MONTREAL, CHICAGO BRANCH, as Syndication Agent, DEUTSCHE BANK TRUST COMPANY AMERICAS, as Documentation Agent and CHURCHILL FINANCIAL LLC, as Co-Documentation Agent, ZIONS FIRST NATIONAL BANK, as L/C Issuer and Swingline Lender, BMO CAPITAL MARKETS, DEUTSCHE BANK TRUST COMPANY AMERICAS and CIT CAPITAL SECURITIES, LLC, as Co-Lead Arrangers, and BMO CAPITAL MARKETS and CIT CAPITAL SECURITIES, LLC, as Co-Book Runners.
MYFAMILY.COM, INC.2004 Stock Plan • September 15th, 2009 • Ancestry.com Inc. • Services-computer processing & data preparation • Delaware
Unless otherwise defined herein, the terms defined in the 2004 Stock Plan shall have the same defined meanings in this Stock Option Agreement.
FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • September 15th, 2009 • Ancestry.com Inc. • Services-computer processing & data preparation • New York
THIS FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is made as of March 31, 2008, by and among THE GENERATIONS NETWORK, INC., a Delaware corporation (the “Borrower”); the “Lenders” under the Credit Agreement hereinafter described (collectively, the “Lenders” and each individually, a “Lender”); and CIT LENDING SERVICES CORPORATION, a Delaware corporation, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”).
MYFAMILY.COM, INC.1998 Stock Plan • September 15th, 2009 • Ancestry.com Inc. • Services-computer processing & data preparation • Delaware
Unless otherwise defined herein, the terms defined in the 1998 Stock Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement (this “Option Agreement”).
