LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 11th, 2018 • Avalara Inc • Services-prepackaged software • Utah
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of June 6, 2016 (the “Effective Date”) among (a) SILICON VALLEY BANK, a California corporation “SVB”), in its capacity as administrative agent (“Agent”), (b) SVB, ALLY BANK, a Utah state bank (“Ally”), and each other Lender listed on Schedule 1 attached hereto and other financial institutions party hereto from time to time (each, a “Lender” and collectively, the “Lenders”), and (c) AVALARA, INC., a Washington corporation (“Borrower”), provides the terms on which Lenders shall lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:
AVALARA, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • May 11th, 2018 • Avalara Inc • Services-prepackaged software • Washington
This Indemnification Agreement (the “Agreement”) is entered into on , 20 , between Avalara, Inc., a Washington corporation (the “Company”), and the undersigned officer and/or director of the Company (“Indemnitee”), for good and valuable consideration as set forth below.
AVALARA, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 11th, 2018 • Avalara Inc • Services-prepackaged software
This Executive Employment Agreement (this “Agreement”) is entered into as of June 19, 2017 (the “Effective Date”) by and between William Ingram (“Executive”) and Avalara, Inc., a Washington corporation (the “Company”). As of the Effective Date, this Agreement shall supersede and replace in its entirety the Executive Employment Agreement dated December 14, 2015, including any amendments thereto, previously entered into by the parties.
AVALARA, INC. NINTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • May 11th, 2018 • Avalara Inc • Services-prepackaged software • Washington
THIS NINTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of September 12, 2016, by and among Avalara, Inc., a Washington corporation (the “Company”), and each of the investors listed on Schedule A hereto.
SECOND AMENDMENT OF OFFICE BUILDING LEASEOffice Building Lease • May 11th, 2018 • Avalara Inc • Services-prepackaged software
THIS SECOND AMENDMENT OF OFFICE BUILDING LEASE (“Amendment”) is made this 11th day of October 2017, by and between 255 South King Street Limited Partnership, a Washington limited partnership (“Landlord”) and Avalara, Inc., a Washington corporation (“Tenant”).
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 11th, 2018 • Avalara Inc • Services-prepackaged software
This Second Amendment to Loan and Security Agreement (this “Amendment”) is entered into this 16th day of November, 2017, by and among (a) SILICON VALLEY BANK, a California corporation “SVB”), in its capacity as administrative agent (“Agent”), (b) SVB, ALLY BANK, a Utah state bank (“Ally”), and each other “Lender” from time to time party to the Loan and Security Agreement (as defined below) (each, a “Lender” and collectively, the “Lenders”), (c) SVB, in its capacity as an issuer of Letters of Credit (and each other “Issuing Lender” from time to time party to the Loan and Security Agreement (as defined below) (each, an “Issuing Lender” and collectively, the “Issuing Lenders”), (d) AVALARA, INC., a Washington corporation (“Avalara”), (e) AVAFUEL, LLC, a Delaware limited liability company (“AvaFuel”), (f) HOTSPOT TAX, INC., a Delaware corporation (“HotSpot”), (g) BILLSOFT, INC., a Nevada Corporation (“BillSoft”) and (h) SOFTWARE WIZARDS AND GURUS, INC., a Nevada corporation (“Software Wiza
LEASE AGREEMENT BETWEEN W2007 SEATTLE OFFICE SECOND AND SPRING BUILDING REALTY, LLC, A DELAWARE LIMITED LIABILITY COMPANY, AS LANDLORD, AND AVALARA, INC., A WASHINGTON CORPORATION, AS TENANT, DATED AUGUST 14, 2014Lease Agreement • May 11th, 2018 • Avalara Inc • Services-prepackaged software • Washington
The submission of this Lease by Landlord, its broker, agent or representative, for examination or execution by Tenant, does not constitute an option or offer to lease the Premises upon the terms and conditions contained herein or a reservation of the Premises in favor of Tenant; it being intended hereby that notwithstanding the preparation of space plans and/or tenant improvements plans, etc., and/or the expenditure by Tenant of time and/or money while engaged in negotiations in anticipation of it becoming the Tenant under this Lease, or Tenant’s forbearing pursuit of other leasing opportunities, or even Tenant’s execution of this Lease and submission of same to Landlord, that this Lease shall become effective and binding upon Landlord only upon the execution hereof by Landlord and its delivery of a fully executed counterpart hereof to Tenant. No exception to the foregoing disclaimer is intended, nor shall any be implied, from expressions of Landlord’s willingness to negotiate in good
FIRST AMENDMENT OF OFFICE BUILDING LEASEOffice Building Lease • May 11th, 2018 • Avalara Inc • Services-prepackaged software
THIS FIRST AMENDMENT OF OFFICE BUILDING LEASE (“Amendment”) is made this 1st day of June, 2017, by and between 255 South King Street Limited Partnership, a Washington limited partnership (“Landlord”) and Avalara, Inc., a Washington corporation (“Tenant”).
FOURTH AMENDMENT OF OFFICE BUILDING LEASEOffice Building Lease • May 11th, 2018 • Avalara Inc • Services-prepackaged software
THIS FOURTH AMENDMENT OF OFFICE BUILDING LEASE (“Amendment”) is made this 19th day of February 2018 (“Effective Date”), by and between 255 South King Street Limited Partnership, a Washington limited partnership (“Landlord”) and Avalara, Inc., a Washington corporation (“Tenant”).
THIRD AMENDMENT OF OFFICE BUILDING LEASEOffice Building Lease • May 11th, 2018 • Avalara Inc • Services-prepackaged software
THIS THIRD AMENDMENT OF OFFICE BUILDING LEASE (“Amendment”) is made this 29th day of November 2017 (“Effective Date”), by and between 255 South King Street Limited Partnership, a Washington limited partnership (“Landlord”) and Avalara, Inc., a Washington corporation (“Tenant”).
AVALARA, INC. TENTH AMENDED AND RESTATED VOTING AGREEMENTVoting Agreement • May 11th, 2018 • Avalara Inc • Services-prepackaged software • Washington
THIS TENTH AMENDED AND RESTATED VOTING AGREEMENT is made and entered into as of September 12, 2016, by and among Avalara, Inc., a Washington corporation (the “Company”), the holders of the Company’s Series A Preferred Stock (“Series A Preferred”), Series A-1 Preferred Stock (“Series A-1 Preferred”), Series A-2 Preferred Stock (“Series A-2 Preferred”), Series B Preferred Stock (“Series B Preferred”), Series B-1 Preferred Stock (“Series B-1 Preferred”), Series C Preferred Stock (“Series C Preferred”), Series C-1 Preferred Stock (“Series C-1 Preferred Stock”), Series D Preferred Stock (“Series D Preferred”) Series D-1 Preferred Stock (“Series D-1 Preferred”) and Series D-2 Preferred Stock (“Series D-2 Preferred”) listed on Schedule A hereto and those certain shareholders of the Company listed on Schedule B and Schedule C hereto.
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 11th, 2018 • Avalara Inc • Services-prepackaged software
This First Amendment to Loan and Security Agreement (this “Amendment”) is entered into this 28th day of April, 2017, by and among (a) SILICON VALLEY BANK, a California corporation “SVB”), in its capacity as administrative agent (“Agent”), (b) SVB, ALLY BANK, a Utah state bank (“Ally”), and each other “Lender” party to the Loan and Security Agreement (as defined below) (each, a “Lender” and collectively, the “Lenders”), (c) AVALARA, INC., a Washington corporation (“Avalara”), (d) AVAFUEL, LLC, a Delaware limited liability company (“AvaFuel”), (e) HOTSPOT TAX, INC., a Delaware corporation (“HotSpot”), (f) BILLSOFT, INC., a Nevada Corporation (“BillSoft”) and (g) SOFTWARE WIZARDS AND GURUS, INC., a Nevada corporation (“Software Wizards”, and together with Avalara, AvaFuel, HotSpot and BillSoft, individually and collectively, jointly and severally, the “Borrower”).
ContractAvalara Inc • May 11th, 2018 • Services-prepackaged software • Washington
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.
OFFICE BUILDING LEASE AVALARA, INC.Lease • May 11th, 2018 • Avalara Inc • Services-prepackaged software • Washington
This Office Building Lease by and between 255 South King Street Limited Partnership, a Washington limited partnership (“Landlord”) and Avalara, Inc., a Washington corporation (“Tenant”) is dated this 9th day of June, 2016 (“Effective Date”).
