Coupa Software Inc Sample Contracts
COUPA SOFTWARE INCORPORATED AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of June 15, 2020 0.375% Convertible Senior Notes due 2026Indenture • June 16th, 2020 • Coupa Software Inc • Services-prepackaged software • New York
INDENTURE, dated as of June 15, 2020, between COUPA SOFTWARE INCORPORATED, a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
Standard Contracts
Indemnification AgreementIndemnification Agreement • September 23rd, 2016 • Coupa Software Inc • Services-prepackaged software • Delaware
This Indemnification Agreement (“Agreement”) is made as of , 2016 by and between Coupa Software Incorporated, a Delaware corporation (the “Company”), and (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
●] Shares COUPA SOFTWARE INCORPORATED COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • April 10th, 2017 • Coupa Software Inc • Services-prepackaged software • New York
AGREEMENT AND PLAN OF MERGER By and Among PROJECT CS PARENT, LLC, PROJECT CS MERGER SUB, INC. and COUPA SOFTWARE INCORPORATED Dated as of December 11, 2022Merger Agreement • December 12th, 2022 • Coupa Software Inc • Services-prepackaged software • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of December 11, 2022 (this “Agreement”), is by and among Project CS Parent, LLC, a Delaware limited liability company (“Parent”), Project CS Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Coupa Software Incorporated, a Delaware corporation (the “Company”).
To: Coupa Software IncorporatedCall Option Transaction • June 16th, 2020 • Coupa Software Inc • Services-prepackaged software
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [ ] (“Dealer”) and Coupa Software Incorporated (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
To: Coupa Software Incorporated San Mateo, CA 94402 Attention: VP & General Counsel Email: legalnotices@coupa.com Telephone No.: (650) 931-3200 Re: Base Call Option TransactionBase Call Option Transaction • June 16th, 2020 • Coupa Software Inc • Services-prepackaged software
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [ ] (“Dealer”) and Coupa Software Incorporated (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
Dealer address]Additional Call Option Transaction • June 11th, 2019 • Coupa Software Inc • Services-prepackaged software
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [ ] (“Dealer”) and Coupa Software Incorporated (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
2,149,008 Shares COUPA SOFTWARE INCORPORATED COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • November 6th, 2020 • Coupa Software Inc • Services-prepackaged software • New York
Certain shareholders named in Schedule I hereto (collectively, the “Selling Shareholders”) of Coupa Software Incorporated, a Delaware corporation (the “Company”), severally and not jointly, propose to sell to the several Underwriters named in Schedule II hereto (the “Underwriters”), an aggregate of 2,149,008 shares of the common stock, par value $0.0001 per share, of the Company (the “Shares”), with each Selling Shareholder selling the amount set forth opposite such Selling Shareholder’s name in Schedule I hereto.
COUPA SOFTWARE INCORPORATED AMENDED AND RESTATED SEVERANCE AND CHANGE IN CONTROL AGREEMENTSeverance and Change in Control Agreement • December 3rd, 2019 • Coupa Software Inc • Services-prepackaged software • California
This Amended and Restated Severance and Change in Control Agreement (the “Agreement”) is made and entered into by and between Mark Riggs (the “Executive”) and Coupa Software Incorporated, a Delaware corporation (the “Company”), effective as of the date specified in Section 1 below.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • February 28th, 2023 • Coupa Software Inc • Services-prepackaged software • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of February 28, 2023, between COUPA SOFTWARE INCORPORATED, a Delaware corporation (the “Company”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG COUPA SOFTWARE INCORPORATED LLOYD MERGER SUB, INC. LLOYD MERGER SUB, LLC LAUREL PARENT HOLDINGS, INC. AND TPG VII LAUREL HOLDINGS, L.P. AS STOCKHOLDER REPRESENTATIVE November 2, 2020Merger Agreement • November 2nd, 2020 • Coupa Software Inc • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (the “Agreement”) is made and entered into as of November 2, 2020 by and among Coupa Software Incorporated, a Delaware corporation (“Parent”), Lloyd Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Parent (“Merger Sub I”), Lloyd Merger Sub, LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of Parent (“Merger Sub II” and, together with Merger Sub I, the “Merger Subs”), Laurel Parent Holdings, Inc., a Delaware corporation (the “Company”), and TPG VII Laurel Holdings, L.P. as stockholder representative (the “Stockholder Representative”). All capitalized terms that are used but not defined herein shall have the respective meanings ascribed thereto in Annex A.
ContractWarrant Agreement • September 8th, 2016 • Coupa Software Inc • Services-prepackaged software • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 4 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR PURSUANT TO RULE 144 OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
LEASE AGREEMENTLease Agreement • September 8th, 2016 • Coupa Software Inc • Services-prepackaged software
This Lease, made this 20th day of March, 2014 between CROSSROADS ASSOCIATES, a California General Partnership, and CLOCKTOWER ASSOCIATES, a California General Partnership, collectively hereinafter called Landlord, and COUPA SOFTWARE INCORPORATED, a Delaware corporation, hereinafter called Tenant.
COUPA SOFTWARE INCORPORATED SEVERANCE AND CHANGE IN CONTROL AGREEMENTSeverance and Change in Control Agreement • September 8th, 2021 • Coupa Software Inc • Services-prepackaged software • California
This Severance and Change in Control Agreement (the “Agreement”) is made and entered into by and between Anthony Tiscornia (the “Executive”) and Coupa Software Incorporated, a Delaware corporation (the “Company”), effective as of the date specified in Section 1 below.
COUPA SOFTWARE INCORPORATED AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT May 26, 2015Investors’ Rights Agreement • September 8th, 2016 • Coupa Software Inc • Services-prepackaged software • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of May 26, 2015, by and among COUPA SOFTWARE INCORPORATED, a Delaware corporation (the “Company”), the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor” and the holders of Common Stock listed on Schedule B hereto, each of which is herein referred to as a “Common Holder”.
COUPA SOFTWARE INCORPORATED AMENDMENT TO THE SEVERANCE AND CHANGE IN CONTROL AGREEMENTSeverance and Change in Control Agreement • December 12th, 2022 • Coupa Software Inc • Services-prepackaged software • California
This Amendment No. 1 to the Severance and Change in Control Agreement (the “Amendment”) is made and entered into by and between the individual identified in the Executive signature block below (“Executive”) and Coupa Software Incorporated, a Delaware corporation (the “Company”), effective as of October [ ], 2022.
THIRD AMENDMENT TO OFFICE LEASEOffice Lease • September 8th, 2017 • Coupa Software Inc • Services-prepackaged software
This THIRD AMENDMENT TO OFFICE LEASE ("Third Amendment") is made and entered into as of April 26, 2017, by and between BCSP CROSSROADS PROPERTY LLC, a Delaware limited liability company ("Landlord"), and COUPA SOFTWARE INCORPORATED, a Delaware corporation ("Tenant").
Dealer address]Call Option Transaction • June 11th, 2019 • Coupa Software Inc • Services-prepackaged software
Reference is made to the letter agreement, dated as of January [11][16], 2018, confirming the terms and conditions of that certain [base][additional] call option transaction (the “Transaction”) entered into between [ ] (“Dealer”) and Coupa Software Incorporated (“Counterparty”) as of the “Trade Date” specified therein (as amended and supplemented from time to time, the “Confirmation”). Any capitalized term used herein and not expressly defined herein has the meaning assigned to it in the Confirmation.
PURCHASE AGREEMENT BY AND AMONG COUPA SOFTWARE INCORPORATED, HIPEROS, LLC, GTCR/OPUS BLOCKER CORP., GTCR FUND X/C LP, GTCR/OPUS SPLITTER LP AND OPUS GLOBAL HOLDINGS, LLC DECEMBER 4, 2018Purchase Agreement • December 10th, 2018 • Coupa Software Inc • Services-prepackaged software • Delaware
This PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 4, 2018 (the “Agreement Date”) by and among Coupa Software Incorporated, a Delaware corporation (“Buyer”), Hiperos, LLC, a Delaware limited liability company (“Hiperos”), GTCR/Opus Blocker Corp., a Delaware corporation (“Blocker” and together with Hiperos, collectively, the “Targets”), GTCR Fund X/C LP, a Delaware limited partnership (“Fund X/C”), GTCR/Opus Splitter LP, a Delaware limited partnership (“Splitter”), and Opus Global Holdings, LLC, a Delaware limited liability company (“Parent” and together with Fund X/C and Splitter, collectively, the “Sellers”).
Coupa Software Incorporated Director Confidentiality AgreementDirector Confidentiality Agreement • March 28th, 2018 • Coupa Software Inc • Services-prepackaged software • Delaware
This Director Confidentiality Agreement (“Agreement”) is made by and between Coupa Software Incorporated, a Delaware corporation (the “Company”), and the undersigned member of the Board of Directors (the “Board”) of the Company (the “Director”), as of the date indicated below.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 2nd, 2020 • Coupa Software Inc • Services-prepackaged software • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of November 2, 2020, by and among Coupa Software Incorporated, a Delaware corporation (“Parent”), TPG VII Laurel Holdings, L.P. (“TPG”), the entities affiliated with The Goldman Sachs Group, Inc. identified in the signature pages hereto (collectively, “GS”), MK Capital II, LP (“MK” and, collectively with TPG and GS, the “Key Equityholders”) and TPG, as stockholder representative (the “Stockholder Representative”).
Share Purchase Agreement relating to the sale and purchase of the shares in Trade Extensions TradeExt AB Dated 7 April 2017 between THE SELLERS, and THE PURCHASERShare Purchase Agreement • April 7th, 2017 • Coupa Software Inc • Services-prepackaged software
Certain appendices to this Share Purchase Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Coupa Software Incorporated hereby undertakes to provide to the Securities and Exchange Commission copies of such appendices upon request; provided, however, that Coupa Software Incorporated reserves the right to request confidential treatment for portions of any such documents.
COUPA SOFTWARE INCORPORATED AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT May 26, 2015Investors’ Rights Agreement • March 28th, 2016 • Coupa Software Inc • Services-prepackaged software • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of May 26, 2015, by and among COUPA SOFTWARE INCORPORATED, a Delaware corporation (the “Company”), the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor” and the holders of Common Stock listed on Schedule B hereto, each of which is herein referred to as a “Common Holder”.
VOTING AGREEMENTVoting Agreement • December 12th, 2022 • Coupa Software Inc • Services-prepackaged software
This Voting Agreement (this “Agreement”) is made and entered into as of December 11, 2022 (the “Agreement Date”), by and among Project CS Parent, LLC, a Delaware limited liability company (“Parent”), Coupa Software Incorporated, a Delaware corporation (the “Company”), and the stockholders of the Company listed on Schedule A and the signature pages hereto (each, a “Stockholder” and, collectively, the “Stockholders”). Each of Parent, the Company and the Stockholders are sometimes referred to herein as a “Party.”
COUPA SOFTWARE INCORPORATED WAIVER OF NOTICE AND REGISTRATION RIGHTS AND AMENDMENT TO AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT APRIL 8, 2017Investors’ Rights Agreement • April 10th, 2017 • Coupa Software Inc • Services-prepackaged software • Delaware
This WAIVER OF NOTICE AND REGISTRATION RIGHTS AND AMENDMENT TO AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Waiver”) is entered into by and among Coupa Software Incorporated, a Delaware corporation (the “Company”), and the undersigned holders (the “Holders”) of the Company’s capital stock.