0001193125-17-309873 Sample Contracts

October 13th, 2017 · Common Contract · 15 similar
Bandwidth Inc.CREDIT AND SECURITY AGREEMENT among BANDWIDTH.COM, INC. as Borrower THE LENDERS NAMED HEREIN as Lenders and KEYBANK NATIONAL ASSOCIATION as Administrative Agent, Swing Line Lender and Issuing Lender KEYBANC CAPITAL MARKETS INC. as Joint Lead Arranger and ...

This CREDIT AND SECURITY AGREEMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made effective as of the 4th day of November, 2016 among:

October 13th, 2017 · Common Contract · 2 similar
Bandwidth Inc.TRANSITION SERVICES AGREEMENT

TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of November 30, 2016, by and between Bandwidth.com, Inc., a Delaware corporation (the “Bandwidth”), and Republic Wireless, Inc., a Delaware corporation (“Republic Wireless”).

October 13th, 2017
Bandwidth Inc.BANDWIDTH.COM, INC.

Bandwidth.com, Inc., a Delaware corporation (“Bandwidth or “Provider”), has, or will shortly, effect the spin-off (the “Spin-off”) of Republic Wireless, Inc., a Delaware corporation (“Republic Wireless”), by means of a stock dividend to the holders of Bandwidth’s Class A Voting Common Stock, Class B Non-Voting Common Stock and Series A Convertible Preferred Stock. To that end, Bandwidth and Republic Wireless have entered into a Reorganization Agreement, dated as of November 30, 2016 (the “Reorganization Agreement”), pursuant to which various assets and businesses of Bandwidth have been, or will be, transferred to Republic Wireless.

October 13th, 2017
Bandwidth Inc.BANDWIDTH.COM, INC. BUY-SELL AGREEMENT

THIS BUY-SELL AGREEMENT (the “Agreement”) is made, entered into and effective as of the day of , 2015, by and between Bandwidth.com, Inc., a Delaware corporation (the “Company”), and the undersigned stockholder of the Company (the “Stockholder”), and the Stockholder’s spouse.

October 13th, 2017
Bandwidth Inc.REORGANIZATION AGREEMENT

This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this “Agreement”), dated as of November 30, 2016 is entered into by and between BANDWIDTH.COM, INC., a Delaware corporation (“BW”), and REPUBLIC WIRELESS, INC., a Delaware corporation (“Republic Wireless”). Certain capitalized terms used herein have the meanings ascribed thereto in Section 7.1.

October 13th, 2017
Bandwidth Inc.Basic Sublease Information

This Sublease Agreement is entered into as of December 1, 2015 (the “Effective Date”), by and between Allied Telesis Capital Corporation (“Sublandlord”), a Washington corporation, and Bandwidth.com, Inc. (“Subtenant”), a Delaware corporation.

October 13th, 2017
Bandwidth Inc.BANDWIDTH.COM, INC. INVESTORS’ RIGHTS AGREEMENT FEBRUARY 22, 2011

THIS INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of February 22, 2011, by and among Bandwidth.com, Inc., a Delaware corporation (the “Company”), Carmichael Investment Partners, LLC, a Delaware limited liability company, (individually “Carmichael” or the “Investor” or, together with any subsequent successors or transferees, who become parties hereto pursuant to Section 6.1 below, the “Investors”) and each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a “Key Holder.”

October 13th, 2017
Bandwidth Inc.CONSULTING AGREEMENT

THIS CONSULTING AGREEMENT (this “Agreement”), made effective as of February 22, 2010 by and between Bandwidth.com, Inc., a Delaware corporation (the “Company”) and Carmichael Investment Partners, LLC, a Delaware limited liability company (the “Consultant”).

October 13th, 2017
Bandwidth Inc.TAX SHARING AGREEMENT

THIS TAX SHARING AGREEMENT (this “Agreement”) is entered into as of November 30, 2016 between Bandwidth.com, Inc., a Delaware corporation (“Bandwidth”), and Republic Wireless, Inc., a Delaware corporation (“Republic Wireless”). Unless otherwise indicated, all “Section” references in this Agreement are to sections of this Agreement.

October 13th, 2017
Bandwidth Inc.MASTER SERVICE AGREEMENT

This Master Services Agreement is made effective as of November 30, 2016 (the “Effective Date”), by and between Bandwidth.com, Inc., a Delaware corporation with its principal office located at 900 Main Campus Drive, Suite 500, Raleigh, NC 27606 (“Provider”), and Republic Wireless, Inc., a Delaware corporation with its principal office located at 900 Main Campus Drive, Suite 500, Raleigh, NC 27606 (on behalf of itself and its affiliates, “Customer”). Both Provider and Customer may also be referred to as “party” or “Party”, or when referred to collectively or together, may also be referred to as either the “parties” or “Parties”. Capitalized terms not otherwise defined in this Agreement (as defined below) will be as defined in Exhibit A attached to this Agreement.

October 13th, 2017
Bandwidth Inc.General Counsel Employment Agreement

This General Counsel Employment Agreement (“Agreement”) is made effective as of May 3, 2010 by and between Bandwidth.com, Inc. (“Company”) and W. Christopher Matton (“General Counsel”).

October 13th, 2017
Bandwidth Inc.EMPLOYEE MATTERS AGREEMENT

THIS EMPLOYEE MATTERS AGREEMENT, dated as of November 30, 2016, is entered into by and between Bandwidth.com, Inc. (“Bandwidth”), and Republic Wireless, Inc. (“Republic Wireless”). Bandwidth and Republic Wireless are also referred to in this Agreement individually as a “Party” and collectively as the “Parties.”

October 13th, 2017
Bandwidth Inc.EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of January 1, 2015 (the “Effective Date”), by and between Bandwidth.com, Inc. (“Bandwidth”), a Delaware corporation with its principal place of business at 900 Main Campus Drive, Suite 500, Raleigh, North Carolina 27606, and David Morken (“Morken”).

October 13th, 2017
Bandwidth Inc.Master Service Agreement

This Master Service Agreement (“Agreement”) is made this 14th day of March, 2008 between LEVEL 3 COMMUNICATIONS, LLC (“Level 3”) and Vixxi Solutions Inc. (“Customer”). This Agreement provides the general terms and conditions applicable to Customer’s purchase of communications services (“Service”) from Level 3.

October 13th, 2017
Bandwidth Inc.Executive Employment Agreement

This Executive Employment Agreement (“Agreement”) is made effective as of 10/1/2008 by and between Bandwidth.com, Inc. (“Company”) and John Murdock (“Executive”).