Palantir Technologies Inc. Sample Contracts

PALANTIR TECHNOLOGIES INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 9th, 2020 • Palantir Technologies Inc. • Services-prepackaged software • Delaware

This Indemnification Agreement (this “Agreement”) is dated as of [insert date], and is between Palantir Technologies Inc., a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).

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AMENDMENT NO. 12 TO REVOLVING CREDIT AGREEMENT AND INCREMENTAL AGREEMENT
Pledge and Security Agreement • April 1st, 2022 • Palantir Technologies Inc. • Services-prepackaged software • New York

CREDIT AGREEMENT dated as of October 7, 2014 among PALANTIR TECHNOLOGIES INC., as Borrower, the LENDERS party hereto and MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent.

Contract
Series I Agreement • August 25th, 2020 • Palantir Technologies Inc. • Services-prepackaged software • California

THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.

VOTING AGREEMENT
Voting Agreement • September 21st, 2020 • Palantir Technologies Inc. • Services-prepackaged software • Delaware

VOTING AGREEMENT (hereinafter referred to as this “Agreement”), dated as of [•], 2020, among Alexander Karp, Stephen Cohen and Peter Thiel (each, a “Founder” and, collectively, the “Founders”) and Wilmington Trust, National Association, as the grantee of the proxies and powers of attorney to be delivered hereunder (the “Grantee”) and not in its capacity as trustee under the Founder Voting Trust (as defined below). Capitalized terms not otherwise defined herein shall have the meaning given to them in the Amended and Restated Certificate of Incorporation of Palantir Technologies Inc., a Delaware corporation (the “Company”), duly adopted in accordance with the General Corporation Law of the State of Delaware and filed with the Secretary of State of the State of Delaware on [•], 2020, as it may be amended or otherwise modified from time to time (the “Certificate of Incorporation”).

PALANTIR TECHNOLOGIES INC. INDENTURE Dated as of , 20 Trustee
Palantir Technologies Inc. • August 6th, 2024 • Services-prepackaged software • New York

Indenture dated as of , 20 between Palantir Technologies Inc., a company incorporated under the laws of Delaware (the “Company”), and [__________], a national banking association organized under the laws of the United States, as trustee (the “Trustee”).

Contract
Palantir Technologies Inc. • August 10th, 2020 • Services-prepackaged software • California

THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.

AMENDMENT NO. 13 TO REVOLVING CREDIT AGREEMENT AND INCREMENTAL AGREEMENT
Agency Assignment Agreement • July 1st, 2022 • Palantir Technologies Inc. • Services-prepackaged software • New York

CREDIT AGREEMENT dated as of October 7, 2014 among PALANTIR TECHNOLOGIES INC., as Borrower, the LENDERS party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION (as successor-in-interest to Morgan Stanley Senior Funding, Inc.), as Administrative Agent.

PALANTIR TECHNOLOGIES INC. SECURITY PROGRAM CONTINUATION AGREEMENT
Security Program Continuation Agreement • September 14th, 2020 • Palantir Technologies Inc. • Services-prepackaged software • California

This Security Program Continuation Agreement (the “Agreement”) is made between Palantir Technologies Inc. (the “Company”) and Dr. Alexander Karp (the “Executive”), effective on the date of the Company’s signature below (the “Effective Date”).

Contract
Palantir Technologies Inc. • August 25th, 2020 • Services-prepackaged software • California

THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.

VOTING TRUST AGREEMENT
Voting Trust Agreement • September 18th, 2020 • Palantir Technologies Inc. • Services-prepackaged software • Delaware

VOTING TRUST AGREEMENT (this “Agreement”) dated as of , 2020, is entered into among Alexander Karp, Stephen Cohen and Peter Thiel (each a “Beneficiary” and, together, the “Beneficiaries”) and Wilmington Trust, National Association (in its individual capacity, “WTNA”), as the initial trustee hereunder (in such capacity, the “Trustee”).

Consent of Independent Registered Public Accounting Firm
Palantir Technologies Inc. • February 21st, 2023 • Services-prepackaged software

(1)Registration Statement (Form S-8 No. 333-248970) pertaining to the 2020 Equity Incentive Plan, 2020 Executive Equity Incentive Plan, Amended 2010 Equity Incentive Plan, Stand Alone Option Agreement Dated September 22, 2009, and Stand Alone Option Agreement Dated January 24, 2011 of Palantir Technologies Inc., and

PALANTIR TECHNOLOGIES INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT August 24, 2020
Investors’ Rights Agreement • September 14th, 2020 • Palantir Technologies Inc. • Services-prepackaged software • California

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 24th day of August, 2020, by and among Palantir Technologies Inc., a Delaware corporation (the “Company”), and the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor” and the holders of Class A Common Stock and/or Class B Common Stock listed on Schedule B hereto, each of which is herein referred to as a “Common Holder.”

PALANTIR TECHNOLOGIES INC. CONSULTING AGREEMENT
Consulting Agreement • August 8th, 2022 • Palantir Technologies Inc. • Services-prepackaged software

Spencer Rascoff, an individual (“Consultant”), and Palantir Technologies Inc., a Delaware corporation (“Company”, together with its affiliates, subsidiaries, and related entities “Company Group”), (collectively, “Parties”) agree as follows, effective as of the date on which Consultant’s successor on the Company’s board of directors (the “Board”) is elected and qualified (the “Effective Date”):

Consent of Independent Registered Public Accounting Firm
Palantir Technologies Inc. • February 20th, 2024 • Services-prepackaged software

(1)Registration Statement (Form S-8 No. 333-248970) pertaining to the 2020 Equity Incentive Plan, 2020 Executive Equity Incentive Plan, Amended 2010 Equity Incentive Plan, Stand Alone Option Agreement Dated September 22, 2009, and Stand Alone Option Agreement Dated January 24, 2011 of Palantir Technologies Inc., and

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