UPLAND SOFTWARE, INC. Common Stock, par value $0.0001 per share Underwriting AgreementUpland Software, Inc. • October 27th, 2014 • Services-prepackaged software • New York
This press release is not an offer for sale of the securities in the United States or in any other jurisdiction where such offer is prohibited, and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the United States Securities Act of 1933, as amended.
SECURITY AGREEMENT (PowerSteering)Security Agreement • October 27th, 2014 • Upland Software, Inc. • Services-prepackaged software • California
This Security Agreement (this “Agreement”) is made and entered into as of February 10, 2012 (“Closing Date”) by and between the undersigned (“Grantor”), and COMERICA BANK (the “Bank”).
UPLAND SOFTWARE, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • October 27th, 2014 • Upland Software, Inc. • Services-prepackaged software • Texas
Unless otherwise defined herein, the terms defined in the Upland Software, Inc. 2014 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Unit Agreement (the “Award Agreement”), which includes the Notice of Restricted Stock Unit Grant (the “Notice of Grant”) and Terms and Conditions of Restricted Stock Unit Grant, attached hereto as Exhibit A.
UPLAND SOFTWARE, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • October 27th, 2014 • Upland Software, Inc. • Services-prepackaged software • Texas
Unless otherwise defined herein, the terms defined in the Upland Software, Inc. 2014 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Agreement (the “Agreement”), including the Notice of Restricted Stock Grant (the “Notice of Grant”) and Terms and Conditions of Restricted Stock Grant, attached hereto as Exhibit A.
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 27th, 2014 • Upland Software, Inc. • Services-prepackaged software • Delaware
THIS AGREEMENT is entered into, effective as , 2014 of by and between Upland Software, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
UPLAND SOFTWARE, INC. STOCK OPTION AGREEMENTStock Option Agreement • October 27th, 2014 • Upland Software, Inc. • Services-prepackaged software • Texas
Unless otherwise defined herein, the terms defined in the Upland Software, Inc. 2014 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement (the “Agreement”), including the Notice of Stock Option Grant (the “Notice of Grant”) and Terms and Conditions of Stock Option Grant, attached hereto as Exhibit A.
UPLAND SOFTWARE, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • October 27th, 2014 • Upland Software, Inc. • Services-prepackaged software • Texas
Unless otherwise defined herein, the terms defined in the Upland Software, Inc. 2014 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Unit Agreement (the “Award Agreement”), which includes the Notice of Restricted Stock Unit Grant (the “Notice of Grant”) and Terms and Conditions of Restricted Stock Unit Grant, attached hereto as Exhibit A.
AMENDED AND RESTATED TECHNOLOGY SERVICES AGREEMENTTechnology Services Agreement • October 27th, 2014 • Upland Software, Inc. • Services-prepackaged software • Texas
This Amended and Restated Technology Services Agreement (“Agreement”) is entered into by and between DevFactory FZ-LLC, 705-706 Al Thuraya Tower No. 01, Seventh Floor, Dubai Media City, P.O. Box 502092, Dubai, 43659 UNITED ARAB EMIRATES (“DevFactory”) and Upland Software, Inc. (f.k.a. Silverback Enterprise Group, Inc., “Client”), with offices at 401 Congress Avenue, Austin, Texas 78701, and sets forth the terms and conditions under which DevFactory will provide certain technology services to Client as may from time to time be mutually agreed upon by the parties.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • October 27th, 2014 • Upland Software, Inc. • Services-prepackaged software
