EMPLOYMENT AGREEMENTEmployment Agreement • March 21st, 2008 • SolarWinds, Inc. • Texas
This AGREEMENT, dated and effective as of April 1, 2007, by and between SolarWinds.Net, Inc., an Oklahoma corporation (the “Company”), and Bryan Sims (the “Employee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 21st, 2008 • SolarWinds, Inc. • Oklahoma
AGREEMENT, dated and effective as of July __, 2006, by and between SolarWinds.Net, Inc., an Oklahoma corporation (the “Company”), and Rita Selvaggi (the “Executive”).
SOLARWINDS.NET, INC.SolarWinds, Inc. • March 21st, 2008
This letter will confirm our agreement that pursuant to the purchase of shares of Common Stock and Participating Preferred Stock of SolarWinds.Net, Inc., an Oklahoma corporation (the “Company”), by Insight Venture Partners IV, L.P., a Delaware limited partnership (the “Investor”), Investor will be entitled to the following contractual management rights, in addition to any rights to non-public financial information, inspection rights, and other rights expressly agreed to be provided to all investors pursuant to the agreed documentation in connection with such purchase:
CREDIT AND GUARANTY AGREEMENT dated as of December 13, 2005 among SOLARWINDS.NET, INC., as Borrower, SOLARWINDS.NET, LLC AND CERTAIN SUBSIDIARIES OF SOLARWINDS.NET, LLC as Guarantors, VARIOUS LENDERS, GOLDENTREE ASSET MANAGEMENT, LP, as Lead Arranger...Credit and Guaranty Agreement • March 21st, 2008 • SolarWinds, Inc. • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of December 13, 2005, is entered into by and among SolarWinds.Net, Inc., an Oklahoma corporation (“Holdings”), SolarWinds.Net, LLC, a Delaware limited liability company (“Company”), and certain Subsidiaries of Company, as Guarantors, the Lenders party hereto from time to time, GoldenTree Asset Management, L.P., as Lead Arranger and as Syndication Agent (in such capacities, “Syndication Agent”), and The Bank of New York, a New York banking corporation, as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successor in such capacity, “Collateral Agent”).
Master Subscription Agreement SALESFORCE.COM TERMS OF USE: BY CLICKING THE “I ACCEPT” BUTTON DISPLAYED AS PART OF THE ORDERING PROCESS, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS (THE “AGREEMENT”) GOVERNING YOUR USE OF SALESFORCE.COM’S ONLINE...Master Subscription Agreement • March 21st, 2008 • SolarWinds, Inc. • California
EMPLOYMENT AGREEMENTEmployment Agreement • March 21st, 2008 • SolarWinds, Inc. • Texas
AGREEMENT, dated and effective as of July 24, 2007, by and between SolarWinds.Net, Inc., an Oklahoma corporation (the “Company”), and Paul Strelzick (the “Employee”).
AMENDMENT AND WAIVER NO. 1 TO SECOND LIEN CREDIT AGREEMENTSecond Lien Credit Agreement • March 21st, 2008 • SolarWinds, Inc. • New York
This AMENDMENT AND WAIVER NO. 1 (the “Amendment”) is made as of March 14, 2008 by and among SolarWinds, Inc., a Delaware corporation (“Holdings”), SolarWinds.Net, LLC a Delaware limited liability company (the “LLC”), those entities listed on the signature pages hereto under the heading “Guarantors” (the “Guarantors”), GoldenTree Asset Management, LP, as Lead Arranger and Syndication Agent (the “Syndication Agent”) and The Bank of New York, a New York banking corporation, as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successor in such capacity, “Collateral Agent”). This Amendment is made with reference to (i) that certain Credit and Guaranty Agreement, dated as of December 13, 2005, by and among Holdings, LLC, the Lenders, the Administrative Agent and the Collateral Agent (the “Second Lien Credit Agreement”), and (ii) that certain Second Lien Pledge and Security Agreement (th
REGISTRATION RIGHTS AGREEMENT among SolarWinds.Net, Inc., and Certain Stockholders of SolarWinds.Net, Inc. Dated as of December 13, 2005Registration Rights Agreement • March 21st, 2008 • SolarWinds, Inc. • New York
This Registration Rights Agreement (the “Agreement”) is made as of December 13, 2005 by and among SolarWinds.Net, Inc., an Oklahoma corporation (together with its successors and assigns, the “Company”), each Person executing this Agreement and listed as an Investor on the signature pages hereto (collectively with their Permitted Transferees, the “Investors”), and such other Persons, if any, that from time to time become party hereto as holders of Other Holder Shares (as defined below) pursuant to Section 2.5 solely in the capacity of permitted assignees with respect to certain registration rights hereunder (collectively, the “Other Holders”).
SOLARWINDS, INC. STOCK INCENTIVE PLAN STOCK OPTION AGREEMENTStock Incentive Plan • March 21st, 2008 • SolarWinds, Inc. • Oklahoma
Unless otherwise defined herein, the terms defined in the Stock Incentive Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement (the “Option Agreement”).
SUBLEASE AGREEMENTSublease Agreement • March 21st, 2008 • SolarWinds, Inc. • Texas
THIS SUBLEASE AGREEMENT (this “Sublease”) is made and entered into by Sublandlord and Subtenant (as defined in Section 1.1 below) as of October , 2006. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, Sublandlord and Subtenant agree as follows:
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 21st, 2008 • SolarWinds, Inc. • Texas
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered effective as of December 20, 2006 by and among Austin Ventures IX, L.P. (“Purchaser”), each of the persons and entities set forth on Schedule A hereto (each, a “Selling Stockholder” and, collectively, the “Selling Stockholders”), and SolarWinds.Net, Inc., an Oklahoma corporation (the “Company”).
SOLARWINDS LOGO] SOLARWINDS.NET INC. 1999 MANAGEMENT INCENTIVE STOCK OPTION AGREEMENTStock Option Agreement • March 21st, 2008 • SolarWinds, Inc. • Oklahoma
Pursuant to the Plan, you have been granted as of the date hereof an option (the “Option”) to purchase from SolarWinds.Net, Inc. 111 common shares, par value $.01 of SolarWinds.Net, Inc. (“Shares”) at the price of $118.92 per Share, subject to the terms and conditions of the Plan and to this agreement.
MASTER SERVICES AGREEMENTMaster Services Agreement • March 21st, 2008 • SolarWinds, Inc. • Delaware
THIS MASTER SERVICES AGREEMENT (“Agreement”) is made effective as of the last date of signature below (the “Effective Date”), by and between SolarWinds.Net, an Oklahoma corporation having its principal place of business at 300 West 6th Street 19th Floor, Austin Texas, 78701 USA (“CLIENT”), and Softserve, Inc., a Delaware corporation, having its principal place of business at 470 Totten Pond Road, Waltham, Massachusetts 02451-1997 USA (“SOFTSERVE”).
ASSET PURCHASE AGREEMENT dated as of April 19, 2007 by and among SOLARWINDS.NET, INC. IPMONITOR CORPORATION, THE SHAREHOLDERS OF IPMONITOR CORPORATION and GOWLING LAFLEUR HENDERSON LLP (With Respect to Article IX Only)Asset Purchase Agreement • March 21st, 2008 • SolarWinds, Inc. • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of April 19, 2007, by and between SolarWinds.Net, Inc., an Oklahoma corporation (the “Buyer”), IPMonitor Corporation, a corporation incorporated pursuant to the Canada Business Corporations Act (the “Seller”), each of the shareholders of Seller (collectively, the “Shareholders”), and, solely for purposes of Article IX hereof, Gowling Lafleur Henderson LLP (the “Escrow Agent”). Seller, the Shareholders and Buyer are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
E-Commerce Automation System License AgreementE-Commerce Automation System License Agreement • March 21st, 2008 • SolarWinds, Inc. • Oklahoma
This LICENSE AGREEMENT (“Agreement”) is entered into effective as of the 14th day of December, 2005 (the “Effective Date”), by and between Yonce Properties, LLC having an office at c/o SolarWinds.Net, Inc, 8221 East 63 rd Place, Tulsa, OK 74136 (“Licensor”), and SolarWinds.Net, having an office at 8221 East 63rd Place, Tulsa Ok 74133 (“Licensee”).
SOLARWINDS, INC. STOCK INCENTIVE PLAN STOCK OPTION AGREEMENT — EARLY EXERCISEStock Incentive Plan • March 21st, 2008 • SolarWinds, Inc. • Oklahoma
Unless otherwise defined herein, the terms defined in the Stock Incentive Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement – Early Exercise (the “Option Agreement”).
AMENDMENT AND WAIVER NO. 1 TO CREDIT AGREEMENTCredit Agreement • March 21st, 2008 • SolarWinds, Inc. • New York
This AMENDMENT AND WAIVER NO. 1 (the “Amendment”) is made as of March 14, 2008 by and among SolarWinds, Inc., a Delaware corporation (“Holdings”), SolarWinds.Net, LLC a Delaware limited liability company (the “LLC”), those entities listed on the signature pages hereto under the heading “Guarantors” (the “Guarantors”), GoldenTree Asset Management, LP, as Lead Arranger and Syndication Agent (the “Syndication Agent”) and The Bank of New York, a New York banking corporation, as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successor in such capacity, “Collateral Agent”). This Amendment is made with reference to (i) that certain Credit and Guaranty Agreement, dated as of December 13, 2005, by and among Holdings, LLC, the Lenders, the Administrative Agent and the Collateral Agent (the “Credit Agreement”), and (ii) that certain First Lien Pledge and Security Agreement (the “Security A
STOCK PURCHASE AGREEMENT BY AND AMONG BAIN CAPITAL VENTURE INTEGRAL INVESTORS, LLC, BCV COINVEST SW, LP, INSIGHT VENTURE PARTNERS IV, L.P., INSIGHT VENTURE PARTNERS IV (FUND B), L.P., INSIGHT VENTURE PARTNERS (CAYMAN) IV, L.P., INSIGHT VENTURE...Stock Purchase Agreement • March 21st, 2008 • SolarWinds, Inc. • New York
This STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of December 14, 2005, by and among Bain Capital Venture Integral Investors, LLC, a Delaware limited liability company, and BCV Coinvest SW, LP, a Delaware limited partnership (collectively, the “Bain Entities”), Insight Venture Partners IV, L.P., a Delaware limited partnership, Insight Venture Partners IV (Fund B), L.P., a Delaware limited partnership, Insight Venture Partners (Cayman) IV, L.P., a Cayman limited partnership, Insight Venture Partners IV, a Delaware limited partnership (Co-Investors), L.P., a Delaware limited partnership, Insight Venture Partners V, L.P., a Delaware limited partnership (collectively, the “Insight Entities”), GoldenTree High Yield Value Master Fund, LP, a Delaware partnership, GoldenTree Capital Solutions Fund Financing, a Cayman sub-trust, GoldenTree Capital Solutions Offshore Fund Financing, a Cayman corporation, GoldenTree MultiStrategy Financing, Ltd., a Cayman corporation, GoldenTree Credit Op
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 21st, 2008 • SolarWinds, Inc. • New York
This Stock Purchase Agreement (this “Agreement”) is made as of March 14, 2008 by and among SolarWinds, Inc., a Delaware corporation (the “Company”), and the persons listed on the signature pages hereto under the heading “Buyers” (the “Buyers”).
STOCK PURCHASE AGREEMENT dated as of May 14, 2007 by and among SOLARWINDS.NET, INC. NEON SOFTWARE, INC., THE SHAREHOLDERS OF NEON SOFTWARE, INC. and U.S. BANK, NATIONAL ASSOCIATION (With Respect to Article IX Only)Stock Purchase Agreement • March 21st, 2008 • SolarWinds, Inc. • Texas
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of May 14, 2007, by and between SolarWinds.Net, Inc., an Oklahoma corporation (the “Buyer”), Neon Software, Inc., a California corporation (the “Company”), each of the shareholders of the Company, each of whom is identified on Schedule 3.2 hereto (collectively, the “Shareholders”) and, solely for purposes of Article IX hereof, U.S. Bank, National Association (the “Escrow Agent”). The Company, the Shareholders and Buyer are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
STOCKHOLDERS AGREEMENT among SolarWinds.Net, Inc. and Certain Stockholders of SolarWinds.Net, Inc. Dated as of December 13, 2005Stockholders Agreement • March 21st, 2008 • SolarWinds, Inc. • New York
This Stockholders Agreement (the “Agreement”) is made as of December 13, 2005 by and among SolarWinds.Net, Inc., an Oklahoma corporation (together with its successors and permitted assigns, the “Company”), each Person executing this Agreement and listed as an Investor on the signature pages hereto (collectively with their Permitted Transferees, the “Investors”), and such other Persons, if any, that from time to time become party hereto as transferees of Shares pursuant to Section 4.2 or Section 12.9 (collectively, together with the Investors, the “Stockholders”) in accordance with the terms hereof.
Only for use where Gartner is quoted in a registration statement to be filed with the SEC QUOTE INDEMNIFICATION AGREEMENTQuote Indemnification Agreement • March 21st, 2008 • SolarWinds, Inc. • Connecticut
LEASE BRANDYWINE ACQUISITION PARTNERS LP, a Delaware limited partnership Landlord and SOLARWINDS.NET, INC. an Oklahoma corporation Tenant for Suite 100 Building Two The Park on Barton Creek 3711 South Mo-Pac Expressway Austin, Texas 78746SolarWinds, Inc. • March 21st, 2008 • Texas
THIS LEASE (“Lease”) entered into as of the 6th day of February, 2008, between BRANDYWINE ACQUISITION PARTNERS LP, a Delaware limited partnership (“Landlord”), and SOLARWINDS.NET, INC., an Oklahoma corporation with its principal place of business at 3711 South Mo-Pac Expressway, Building Two, Suite 100, Austin, Texas 78746 (“Tenant”).
SolarWinds.Net TERM LEASE AGREEMENTTerm Lease Agreement • March 21st, 2008 • SolarWinds, Inc.
THIS AGREEMENT (herein referred to as the “Lease”) made and entered into this the 1st day of April, 2006, by and between Yonce Ventures, hereinafter referred to as the Lessor, and SolarWinds.net, hereinafter referred to as Lessee.
SEPARATION AGREEMENT AND RELEASESeparation Agreement and Release • March 21st, 2008 • SolarWinds, Inc. • Oklahoma
This Separation Agreement and Release (the “Agreement”) is made by and between SolarWinds.Net, Inc., an Oklahoma corporation (the “Company”) and David A. Yonce (“Employee”) as of January 25, 2007. The Company and Employee are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
NetSuite License AgreementNetsuite License Agreement • March 21st, 2008 • SolarWinds, Inc. • California
This License Agreement (“Agreement”) is entered into as of the date set forth below between NetSuite Inc., a California corporation (“NetSuite”), and SolarWinds.net, Inc. (“Customer”).
REDEMPTION AGREEMENTRedemption Agreement • March 21st, 2008 • SolarWinds, Inc. • Oklahoma
This REDEMPTION AGREEMENT (this “Amendment”), is made and entered into as of December 14, 2005 by and among SolarWinds.Net, Inc., an Oklahoma corporation (the “Company”), SolarWinds Management, LLC (“SWM LLC”), and Yonce Management, LLC (“Yonce LLC” and SWM LLC, each a “Stockholder Party” and, together, the “Stockholder Parties”).
STOCK PLEDGE AGREEMENTStock Pledge Agreement • March 21st, 2008 • SolarWinds, Inc. • Oklahoma
This STOCK PLEDGE AGREEMENT, dated as of March 12, 2007 (this “Pledge Agreement”), is executed by DAVID A. YONCE (“Debtor”), in favor of SOLARWINDS.NET, INC., an Oklahoma corporation (“Secured Party”).
