KINTERA, INC. and U.S. STOCK TRANSFER CORPORATION as Rights Agent RIGHTS AGREEMENT Dated as of January 25, 2006Rights Agreement • January 25th, 2006 • Kintera Inc • Services-prepackaged software • Delaware
RIGHTS AGREEMENT, dated as of January 25, 2006 (the “Agreement”), between Kintera, Inc., a Delaware corporation (the “Company”), and U.S. Stock Transfer Corporation (the ”Rights Agent”).
ContractSecurities Agreement • November 22nd, 2005 • Kintera Inc • Services-prepackaged software
NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THESE SECURITIES AND THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 13th, 2006 • Kintera Inc • Services-prepackaged software • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of December 12, 2006, among KINTERA, INC., a Delaware corporation (the “Company”), and the investors identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 13th, 2004 • Kintera Inc • Services-prepackaged software • California
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 12, 2004, by and among Kintera, Inc., a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Investor” and collectively, the “Investors”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 30th, 2004 • Kintera Inc • Services-prepackaged software • California
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 29, 2004, by and among Kintera, Inc., a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Investor” and collectively, the “Investors”).
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • May 30th, 2008 • Kintera Inc • Services-prepackaged software • Delaware
This Tender and Support Agreement (this “Agreement”), is dated as of May 29, 2008, by and between Blackbaud, Inc., a Delaware corporation (“Parent”), and the stockholders of Kintera, Inc., a Delaware corporation (the “Company”), listed on the signature pages hereto (each, a “Stockholder” and, collectively, the “Stockholders”).
MUTUAL NONDISCLOSURE AGREEMENTMutual Nondisclosure Agreement • June 9th, 2008 • Kintera Inc • Services-prepackaged software • Delaware
THIS AGREEMENT is made February 7, 2008 between Blackbaud Inc., a Delaware corporation (“Blackbaud”), and Kintera, Inc., a Delaware corporation (“Company”).
RELEASE OF ALL CLAIMS AGREEMENTRelease of All Claims Agreement • August 9th, 2007 • Kintera Inc • Services-prepackaged software • California
This Release of All Claims (“Agreement”) is made by and between Kintera, Inc. (“the Company”) and Dennis N. Berman (“Employee”) based on the following facts:
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 16th, 2003 • Kintera Inc • Services-prepackaged software • California
This Asset Purchase Agreement (the "Agreement") is made and entered into as of September 25, 2003 (the "Agreement Date") by and between Kintera, Inc., a Delaware corporation ("Kintera"), VS Asset Acquisition, Inc., a Delaware corporation and wholly-owned subsidiary of Kintera ("Purchaser"), VirtualSprockets LLC, a Maryland limited liability company (the "Seller"), Mr. Randy Thomas Yeatts, Jr., Ms. Laura Kittleman Yeatts and Mr. David M. Barach (each a "Founder" and collectively, the "Founders"). Kintera, Purchaser, Seller and the Founders are referred to collectively herein as the "Parties."
AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONMerger Agreement • December 16th, 2003 • Kintera Inc • Services-prepackaged software • California
This AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (the "Agreement") is made and entered into as of September 26, 2003 by and among Kintera, Inc., a Delaware corporation ("Kintera"), 5 Winds Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of Kintera ("Merger Sub"), 5 Winds, Inc., a Delaware corporation ("Target"), and Spencer Hayman, Valerie Myers, Laura Bykowski Jones, David Hilmer, Matt Holland and Calendar Media Corporation, Inc. (each a "Founder" and collectively, the "Founders"). Kintera, Merger Sub, Target and the Founders are referred to collectively herein as the "Parties."
ADDENDUM TO MUTUAL NON-DISCLOSURE AGREEMENTMutual Non-Disclosure Agreement • June 9th, 2008 • Kintera Inc • Services-prepackaged software
This Addendum to Mutual Non-Disclosure Agreement (the “Addendum”) is made and entered as of the 29th day of April, 2008, by and between Blackbaud Inc. (“Blackbaud”), a Delaware corporation, and Kintera, Inc. (“Kintera”), a Delaware corporation.
INDEMNITY AGREEMENTIndemnity Agreement • September 26th, 2003 • Kintera Inc • Delaware
This Indemnity Agreement, dated as of , is made by and between Kintera, Inc., a Delaware corporation (the "Company"), and (the "Indemnitee").
Number of Shares] Kintera, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 28th, 2003 • Kintera Inc • Services-prepackaged software • New York
SG COWEN SECURITIES CORPORATION As Representative of the several Underwriters 1221 Avenue of the Americas New York, New York 10020
AGREEMENT AND PLAN OF MERGER by and among BLACKBAUD, INC., EUCALYPTUS ACQUISITION CORPORATION AND KINTERA, INC. Dated as of May 29, 2008Merger Agreement • May 30th, 2008 • Kintera Inc • Services-prepackaged software • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of May 29, 2008 (the “Execution Date”), among BLACKBAUD, INC., a Delaware corporation (“Parent”), EUCALYPTUS ACQUISITION CORPORATION, a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub”), and KINTERA, INC., a Delaware corporation (the “Company”). Each of Parent, Merger Sub and the Company is a “Party” and together, the “Parties.”
AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONMerger Agreement • December 16th, 2003 • Kintera Inc • Services-prepackaged software • California
This AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (the "Agreement") is made and entered into as of January 10, 2003 by and among Kintera, Inc., a Delaware corporation ("Kintera"), Involve Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of Kintera ("Merger Sub"), H2O Networks, Inc. d/b/a Involve, Inc., a Delaware corporation ("Involve"), and Mr. Dean Hollander, Mr. Lance Hollander and Mr. Jon Dartley (each a "Founder" and collectively, the "Founders"). Kintera, Merger Sub, Involve and the Founders are referred to collectively herein as the "Parties."
AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONMerger Agreement • November 3rd, 2004 • Kintera Inc • Services-prepackaged software • California
This AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (the "Agreement") is made and entered into as of March 15, 2004 by and among Kintera, Inc., a Delaware corporation ("Acquiror"), Sunday Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub"), CTSG, Inc., a Delaware corporation ("Target"), and all holders of Target's capital stock listed on Schedule A hereto (each a "Target Stockholder" and collectively, the "Target Stockholders"). Acquiror, Merger Sub, Target and the Target Stockholders are referred to collectively herein as the "Parties."
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 22nd, 2005 • Kintera Inc • Services-prepackaged software • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 21, 2005, by and among Kintera, Inc., a Delaware corporation (the “Company”), and the investors signatory hereto (each a “Investor” and collectively, the “Investors”).
SUBLEASESublease • March 16th, 2005 • Kintera Inc • Services-prepackaged software
This Sublease is made and entered into as of this 3rd day of Dec. 2004, by and among INTUIT INC., a Delaware corporation (“Sublandlord”) and American Fundware Holding Company, Inc., a Delaware corporation (“Subtenant”), and is made with reference to the following facts and objectives:
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 9th, 2007 • Kintera Inc • Services-prepackaged software • California
This Executive Employment Agreement (“Agreement”), dated August 1, 2007 (“Effective Date”), is between Kintera, Inc., a Delaware corporation (the “Company”) and Richard LaBarbera (“Executive”).
SEVENTH AMENDMENT TO OFFICE LEASEOffice Lease • March 26th, 2008 • Kintera Inc • Services-prepackaged software • California
THIS SEVENTH AMENDMENT TO OFFICE LEASE (this “Amendment”) is made and effective as of December 19,2007 (the “Effective Date”) by and between MAGUIRE PROPERTIES-SAN DIEGO TECH CENTER, LLC, a Delaware limited liability company (“Landlord”), and KINTERA, INC., a Delaware corporation (“Tenant”).
ContractSecurities Purchase Agreement • December 13th, 2006 • Kintera Inc • Services-prepackaged software
NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THESE SECURITIES AND THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
QuickLinks -- Click here to rapidly navigate through this documentLoan and Security Agreement • September 26th, 2003 • Kintera Inc • California
This LOAN AND SECURITY AGREEMENT dated as of the Effective Date, between SILICON VALLEY BANK ("Bank"), whose address is 3003 Tasman Drive, Santa Clara, California 95054 and KINTERA, INC. ("Borrower"), whose address is 9605 Scranton Rd., Suite 240, San Diego, California 92121, provides the terms on which Bank will lend to Borrower and Borrower will repay Bank. The parties agree as follows:
FIFTH AMENDMENT TO OFFICE LEASEOffice Lease • March 26th, 2008 • Kintera Inc • Services-prepackaged software • California
THIS FIFTH AMENDMENT TO OFFICE LEASE (this “Amendment”) is made and effective as of December 1, 2006 (the “Effective Date”) by and between MAGUIRE PROPERTIES-SAN DIEGO TECH CENTER, LLC, a Delaware limited liability company (“Landlord”), and KINTERA, INC., a Delaware corporation (“Tenant”).
SUBSCRIPTION AGREEMENT AND INVESTMENT REPRESENTATION OF SUBSCRIBERSubscription Agreement • November 4th, 2003 • Kintera Inc • Services-prepackaged software • Delaware
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 13th, 2006 • Kintera Inc • Services-prepackaged software • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of December 12, 2006, by and among KINTERA, INC., a Delaware corporation (the “Company”), and the investors signatory hereto (each an “Investor” and collectively, the “Investors”).
SIXTH AMENDMENT TO OFFICE LEASEOffice Lease • March 26th, 2008 • Kintera Inc • Services-prepackaged software • California
THIS SIXTH AMENDMENT TO OFFICE LEASE (this “Amendment”) is made and effective as of December 22, 2006 (the “Effective Date”) by and between MAGUIRE PROPERTIES-SAN DIEGO TECH CENTER, LLC, a Delaware limited liability company (“Landlord”), and KINTERA, INC., a Delaware corporation (“Tenant”).
WARRANT AMENDMENT AGREEMENTWarrant Amendment Agreement • December 13th, 2006 • Kintera Inc • Services-prepackaged software • California
THIS WARRANT AMENDMENT AGREEMENT (the “Agreement”) is made and entered into as of December 12, 2006, by and among KINTERA, INC., a Delaware corporation (the “Company”), and the Prior Investors (as such term is defined below) signatory hereto. Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Existing Warrants (as such term is defined below).
SAN DIEGO TECH CENTER OFFICE BUILDING LEASE BETWEEN SAN DIEGO TECH CENTER, LLC, A DELAWARE LIMITED LIABILITY COMPANY AND KINTERA, INC., A DELAWARE CORPORATIONOffice Building Lease • November 4th, 2003 • Kintera Inc • Services-prepackaged software • California
THIS LEASE, dated as of August 7, 2000, for purposes of reference only, is made and entered into by and between SAN DIEGO TECH CENTER, LLC, a Delaware limited liability company ("Landlord"), and KINTERA, INC., a Delaware corporation ("Tenant").
STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 9th, 2004 • Kintera Inc • Services-prepackaged software • California
This Stock Purchase Agreement (this “Agreement”) dated as of November 15, 2004 (the “Agreement Date”) is between Kintera, Inc., a Delaware corporation (“Buyer”), and Intuit Inc., a Delaware corporation (“Seller”).
AMENDMENT TO RIGHTS AGREEMENTRights Agreement • May 30th, 2008 • Kintera Inc • Services-prepackaged software • Delaware
This Amendment to Rights Agreement (this “Amendment”), dated as of May 29, 2008, between Kintera, Inc., a Delaware corporation (the “Company”), and Computershare (formerly U.S. Stock Transfer Corporation), as Rights Agent (the “Rights Agent”), amends that certain Rights Agreement, dated as of January 25, 2006, by and between the Company and the Rights Agent (the “Rights Agreement”).
