INDEMNIFICATION AGREEMENTIndemnification Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of [·], 2020, between Jamf Holding Corp., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
JAMF HOLDING CORP. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [ ], 2020 among Jamf Holding Corp., a Delaware corporation (the “Company”), and each of the investors listed on the signature pages hereto under the caption “Investors” (collectively, the “Investors”), each of the executives who executes a Joinder as an “Executive” (collectively, the “Executives”), and each other Person who executes a Joinder as an “Other Holder” (collectively, the “Other Holders”). Except as otherwise specified herein, all capitalized terms used in this Agreement are defined in Exhibit A attached hereto.
Dean J. Hager [***]Employment and Restrictive Covenants Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software
This is your employment agreement with JAMF Holdings Inc., a Minnesota corporation (as such company’s name may change from time to time and such company’s successors and assigns, the “Company”). It sets forth the terms of your continued employment by the Company, which shall be effective as of the closing (the “Closing”) of the transaction (the “Transaction”) contemplated by that certain Agreement and Plan of Merger, dated as of September 30, 2017, by and among the Company, Juno Intermediate, Inc., a Delaware corporation (“Parent”), Juno Merger Sub, Inc., a Delaware corporation, and Juno Securityholder, LLC, solely in its capacity as the initial representative of the Securityholders and the Rollover Participants (as defined therein), pursuant to which the Company shall become a wholly-owned subsidiary of Parent on the date of the Closing (the “Closing Date”). We are very excited about this opportunity and value the role that you will serve on our team going forward.
AMENDMENT AGREEMENT NO. 1Credit Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software • New York
This CREDIT AGREEMENT (this “Agreement”), dated as of November 13, 2017, is made among Juno Merger Sub, Inc., a Minnesota corporation (“Merger Sub” and, prior to the consummation of the Closing Date Acquisition, the “Borrower”), upon consummation of the Closing Date Acquisition, JAMF Holdings, Inc., a Minnesota corporation (“JAMF” and, as the surviving entity after giving effect to the Closing Date Acquisition, the “Borrower”), Juno Intermediate, Inc., a Delaware corporation (“Intermediate Holdings”), as a Guarantor, Juno Parent, LLC, a Delaware limited liability company (“Holdings”), as a Guarantor, each of the other Guarantors (such terms and each other capitalized term used but not defined herein having the meaning given to it in Article I) from time to time party hereto, the Lenders from time to time party hereto Golub Capital Markets LLC (“Golub”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns, the “Administrative Agent”) and a
DIRECTOR NOMINATION AGREEMENTDirector Nomination Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software • Delaware
THIS DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is made and entered into as of [·], 2020, by and among Jamf Holding Corp., a Delaware corporation (the “Company”), Vista Equity Partners Fund VI, L.P., Vista Equity Partners Fund VI-A, L.P., VEPF VI FAF, L.P., VEPF VI Co-Invest 1, L.P., Vista Co-Invest Fund 2017-1, L.P. (collectively referred to herein as the “Vista Funds”) and VEP Group, LLC (“VEP Group” and, together with the Vista Funds and their Affiliates (as defined herein), “Vista”). This Agreement shall become effective (the “Effective Date”) upon the closing of the Company’s initial public offering (the “IPO”) of shares of its common stock, par value $0.001 per share (the “Common Stock”).
MASTER SERVICES AGREEMENTMaster Services Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software • California
This Master Services Agreement (this “Agreement”) is made and effective as of November 13, 2017 (the “Effective Date”) by and between Vista Consulting Group, LLC (“VCG”) and JAMF Holdings, Inc. (“Service Recipient”). Each of VCG and Service Recipient may be referred to herein as a “Party” or the “Parties”.
CREDIT AGREEMENT dated as of November 13, 2017, among JUNO MERGER SUB, INC., as Merger Sub and the initial Borrower, JAMF HOLDINGS, INC., as the surviving entity after the Closing Date Acquisition and thereafter as the Borrower, JUNO INTERMEDIATE,...Credit Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software • New York
This CREDIT AGREEMENT (this “Agreement”), dated as of November 13, 2017, is made among Juno Merger Sub, Inc., a Minnesota corporation (“Merger Sub” and, prior to the consummation of the Closing Date Acquisition, the “Borrower”), upon consummation of the Closing Date Acquisition, JAMF Holdings, Inc., a Minnesota corporation (“JAMF” and, as the surviving entity after giving effect to the Closing Date Acquisition, the “Borrower”), Juno Intermediate, Inc., a Delaware corporation (“Intermediate Holdings”), as a Guarantor, Juno Parent, LLC, a Delaware limited liability company (“Holdings”), as a Guarantor, each of the other Guarantors (such terms and each other capitalized term used but not defined herein having the meaning given to it in Article I) from time to time party hereto, the Lenders from time to time party hereto Golub Capital Markets LLC (“Golub”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns, the “Administrative Agent”) and a
STOCK OPTION AGREEMENTStock Option Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software • Delaware
THIS STOCK OPTION AGREEMENT (this “Agreement”) is made and entered into as of [ ], 20[ ] (the “Grant Date”), between Juno Topco, Inc., a Delaware corporation (the “Company”), and [ ] (“Optionholder”).
RESTRICTED SHARES AWARD AGREEMENT JAMF HOLDING CORP. OMNIBUS INCENTIVE PLANRestricted Shares Award Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software
Jamf Holding Corp. (the “Company”) grants to the Participant named below (“you”) the number of Restricted Shares set forth below (the “Award”), under this Restricted Shares Award Agreement (“Agreement”).
OPTION AWARD AGREEMENT JAMF HOLDING CORP. OMNIBUS INCENTIVE PLANOption Award Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software
Jamf Holding Corp. (the “Company”) grants to the Participant named below (“you”) [an Incentive/a Nonstatutory] Stock Option to purchase the number of Shares set forth below (the “Option”), under this Option Award Agreement (“Agreement”).
RSU AWARD AGREEMENT JAMF HOLDING CORP. OMNIBUS INCENTIVE PLANRsu Award Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software
Jamf Holding Corp. (the “Company”) grants to the Participant named below (“you”) the number of restricted stock units (“RSUs”) set forth below (the “Award”), under this RSU Award Agreement (“Agreement”).
SAR AWARD AGREEMENT JAMF HOLDING CORP. OMNIBUS INCENTIVE PLANSar Award Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software
Jamf Holding Corp. (the “Company”) grants to the Participant named below (“you”) the number of Stock Appreciation Rights (“SARs”) set forth below (the “Award”), under this SAR Award Agreement (“Agreement”).
AMENDMENT AGREEMENT NO. 2Amendment Agreement • June 30th, 2020 • Jamf Holding Corp. • Services-prepackaged software • New York
This AMENDMENT AGREEMENT NO. 2 (this “Agreement”), dated as of April 12, 2019, is made by and among JAMF HOLDINGS, INC., a Minnesota corporation (“Borrower”), Juno Intermediate, Inc., a Delaware corporation (“Intermediate Holdings”), as a Guarantor, Juno Parent, LLC, a Delaware limited liability company (“Holdings”), as a Guarantor, each of the other Guarantors from time to time party hereto, the Lenders from time to time party hereto, and Golub Capital Markets LLC (“Golub”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, together with its successors and assigns, the “Collateral Agent”) under, and as defined in, the Credit Agreement (as defined below).
