Xoom Corporation [l] Shares of Common Stock, par value $0.0001 per share Underwriting AgreementUnderwriting Agreement • January 11th, 2013 • XOOM Corp • Functions related to depository banking, nec • New York
Xoom Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [l] shares of Common Stock, par value $0.0001 per share (the “Stock”) of the Company and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of [l] shares, and, at the election of the Underwriters, up to [l] additional shares of Stock. The aggregate of [l] shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of [l] additional shares to be sold by the Selling Stockholders is herein called the “Optional Shares.” The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof are herein collectively called the “Shares”.
ContractXOOM Corp • January 11th, 2013 • Functions related to depository banking, nec • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
XOOM CORPORATION Indemnification AgreementIndemnification Agreement • January 11th, 2013 • XOOM Corp • Functions related to depository banking, nec • Delaware
This Indemnification Agreement (“Agreement”) is made as of by and between Xoom Corporation, a Delaware corporation (the “Company”), and (“Indemnitee”).
GUARANTEE AND COLLATERAL AGREEMENT Dated as of September 19, 2012, made by XOOM CORPORATION in favor of SILICON VALLEY BANK, as Administrative AgentGuarantee and Collateral Agreement • January 11th, 2013 • XOOM Corp • Functions related to depository banking, nec • California
This GUARANTEE AND COLLATERAL AGREEMENT (this “Agreement”), dated as of September 19, 2012, is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, each a “Grantor” and, collectively, the “Grantors”), in favor of SILICON VALLEY BANK, as administrative agent (together with its successors, in such capacity, the “Administrative Agent”) for the banks and other financial institutions or entities (each a “Lender” and, collectively, the “Lenders”) from time to time parties to that certain Credit Agreement, dated as of the date hereof (as amended, amended and restated, supplemented, restructured or otherwise modified, renewed or replaced from time to time, the “Credit Agreement”), among Xoom Corporation, a California corporation (the “Borrower”), the Lenders party thereto and the Administrative Agent.
80,000,000 SENIOR SECURED CREDIT FACILITIES CREDIT AGREEMENT Dated as of September 19, 2012, among XOOM CORPORATION, as the Borrower, THE SEVERAL LENDERS FROM TIME TO TIME PARTIES HERETO, and SILICON VALLEY BANK, as Administrative Agent, Issuing...Credit Agreement • January 11th, 2013 • XOOM Corp • Functions related to depository banking, nec • California
THIS CREDIT AGREEMENT (this “Agreement”), dated as of September 19, 2012 (the “Effective Date”), is entered into by and among XOOM CORPORATION, a California corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (each a “Lender” and, collectively, the “Lenders”), SILICON VALLEY BANK (“SVB”) as the Issuing Lender and the Swingline Lender, and SILICON VALLEY BANK, as administrative agent and collateral agent for the Lenders (in such capacity, the “Administrative Agent”).
WARRANT TO PURCHASE STOCKPurchase Stock • January 11th, 2013 • XOOM Corp • Functions related to depository banking, nec • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 OF THAT CERTAIN WARRANT TO PURCHASE STOCK DATED AS OF OCTOBER 29, 2004 BETWEEN THE COMPANY AND SILICON VALLEY BANK, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
EXECUTIVE AGREEMENTExecutive Agreement • January 11th, 2013 • XOOM Corp • Functions related to depository banking, nec • California
This Executive Agreement (“Agreement”) is made as of the day of , 20 between Xoom Corporation, a California corporation (the “Company”), and (“Executive”) (together the “Parties”).
XOOM CORPORATION FOURTH AMENDED AND RESTATED INVESTOR’S RIGHTS AGREEMENT DECEMBER 21, 2009Investors’ Rights Agreement • January 11th, 2013 • XOOM Corp • Functions related to depository banking, nec • California
This Fourth Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made and entered into as of the 21st day of December, 2009 by and among XOOM CORPORATION, a California corporation (the “Company”), and the persons identified on Exhibit A attached hereto (the “Investors”). Capitalized terms used in this Agreement have the meanings ascribed to them in Section 5.1.
AMENDMENT NO. 1 TO THE FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT, THE THIRD AMENDED AND RESTATED VOTING AGREEMENT AND THE FOURTH AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTVoting Agreement • January 11th, 2013 • XOOM Corp • Functions related to depository banking, nec • California
THIS AMENDMENT NO. 1 TO THE FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT, THE THIRD AMENDED AND RESTATED VOTING AGREEMENT AND THE FOURTH AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (the “Amendment”) is made as of February 24, 2010, by and among Xoom Corporation, a California corporation (the “Company”) and the undersigned holders of the Company’s capital stock (the “Investors”).
MONEY TRANSFER AGREEMENTSupplementary Agreement • January 11th, 2013 • XOOM Corp • Functions related to depository banking, nec
This supplementary agreement is executed on this day of 2006, between BuyIndiaonline.com Inc., a corporation incorporated in the state of Delaware US and having its registered office at 425, Brannan Street, 2nd floor, San Francisco, CA 94107, USA through its President John Kunze s/o Robert Kunze on one part hereinafter called as “company” which term shall unless repugnant to the context includes its successors and assigns on the one part and Punjab National Bank, a body corporate constituted under Banking Companies (Acquisition & Transfer of Undertaking) Act 1970, and having its head office at 7 Bhikhaji Cama Place, New Delhi and among others its International Banking Branch, New Delhi, on the second part hereinafter called as “Bank.” Which term shall include its successors and assigns on the other part.
THE SHELL BUILDING LANDLORD: 100 Bush Corporation, a California corporation TENANT: Xoom Corporation, a California corporation DATE: August 15, 2008Shell Building Office Lease • January 11th, 2013 • XOOM Corp • Functions related to depository banking, nec • California
This lease (“Lease”) is made in San Francisco, California, on August 15, 2008, between 100 BUSH CORPORATION, a California corporation (“Landlord”) and Xoom Corporation, a California corporation (“Tenant”). If Tenant consists of more than one person or entity, the obligations under the Lease imposed on Tenant will be joint and several.
