ExactTarget, Inc. ________ Shares of Common Stock Underwriting AgreementExactTarget, Inc. • March 5th, 2012 • Services-prepackaged software • New York
ExactTarget, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of _______ shares of common stock, par value $0.001 per share (“Common Stock”), of the Company (collectively, the “Underwritten Shares”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional ________ shares of Common Stock (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • February 23rd, 2012 • ExactTarget, Inc. • Services-prepackaged software • Delaware
This Indemnification Agreement (this “Agreement”) is entered into as of __________, (the “Effective Date”) by and between ExactTarget, Inc., a Delaware corporation (the “Company”), and ____________ (the “Indemnitee”).
ACQUISITION AGREEMENT BY AND AMONG SALESFORCE.COM, INC. EXCALIBUR ACQUISITION CORP. AND EXACTTARGET, INC.Acquisition Agreement • June 4th, 2013 • ExactTarget, Inc. • Services-prepackaged software • Delaware
Term Section Reference Acceptance Time 1.1(f) Agreement Preamble Appointment Time 1.3(a) Assets 3.20 Book-Entry Shares 2.8(c) Canceled Company Shares 2.7(b) Capitalization Representation 1.1(b) Certificate of Merger 2.1(b) Certificates 2.8(c) Closing 2.3(a) Closing Date 2.3(a) Collective Bargaining Agreements 3.18(a) Company Preamble Company Board Recommendation 3.2(c) Company Board Recommendation Change 6.2(b) Company Disclosure Schedule Article III Preamble Company Indemnified Parties 6.10(a) Company Plans 6.9(b) Company Registered Intellectual Property 3.21(b) Company Representatives 6.1(b) Company Securities 3.5(d) Company Stockholders’ Meeting 2.2(a) Comparable Plans 6.9(b) Compensation Committee 3.2(e) Confidentiality Agreement 8.8 Consent 3.3 Continuing Directors 1.3(b) D&O Insurance 6.10(b) Delaware Secretary of State 2.1(b) Dissenting Company Shares 2.7(b) Dodd-Frank Act 3.7
SUPPORT AGREEMENTSupport Agreement • June 4th, 2013 • ExactTarget, Inc. • Services-prepackaged software • Delaware
THIS SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of June 3, 2013 by and between salesforce.com, inc., a Delaware corporation (“Parent”), and the undersigned stockholder(s) (“Stockholder”) of ExactTarget, Inc., a Delaware corporation (the “Company”).
ELECTION TO CASH OUT 2004 PLAN OPTIONSAcquisition Agreement • June 25th, 2013 • ExactTarget, Inc. • Services-prepackaged software
Pursuant to the Acquisition Agreement, dated as of June 3, 2013 (the “Acquisition Agreement”), by and among salesforce.com, inc. (“salesforce.com”), Excalibur Acquisition Corp., a wholly-owned subsidiary of salesforce.com (“Purchaser”), and ExactTarget, Inc. (“Company”), you are being provided the opportunity to choose to have your unexercised stock options that were granted under ExactTarget’s 2004 Stock Option Plan (“2004 Plan Options”) that will be outstanding at the time immediately prior to the effective time (the “Effective Time”) of the merger of the Purchaser with and into the Company (the “Merger”) exercised in an automatic “cashless exercise” to be effective immediately prior to the Effective Time, contingent upon the consummation of the Merger, with the fair market value of a share of the Company’s common stock (“Company Share”) at the time of such exercise being deemed to be $33.75.1
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • May 14th, 2012 • ExactTarget, Inc. • Services-prepackaged software • Indiana
This Restricted Stock Agreement (“Agreement”) is entered into by and between ExactTarget, Inc., a Delaware corporation (“Company”), and [ ], an employee of the Company (“Employee”), as of [ ] (“Grant Date”).
GIBSON BUILDING OFFICE LEASEOffice Lease • December 30th, 2011 • ExactTarget, Inc. • Services-prepackaged software • Indiana
THIS LEASE is made and entered into as of the 27th day of May 2008 (the “Effective Date”), by and between AMERICAN UNITED LIFE INSURANCE COMPANY as beneficiary of Lake County Trust No. 3535 (collectively hereinafter called “Landlord”) and EXACTTARGET, INC., a Delaware corporation (hereinafter called “Tenant”). Tenant’s address for purposes hereof shall be 20 North Meridian Street, Suite 200, Indianapolis, Indiana 46204, or such other address as Tenant may designate from time to time.
EXACTTARGET, INC. FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT March 28, 2011Registration Rights Agreement • November 23rd, 2011 • ExactTarget, Inc. • Services-prepackaged software • Delaware
THIS FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is effective as of March 28, 2011 by and among EXACTTARGET, INC., a Delaware corporation (the “Corporation”), and the Investors listed on Annex I attached hereto and made a part hereof.
EXACTTARGET, INC. AMENDED AND RESTATED STOCKHOLDERS' AGREEMENT November 8, 2006Stockholders' Agreement • December 14th, 2007 • ExactTarget, Inc. • New York
THIS AMENDED AND RESTATED STOCKHOLDERS' AGREEMENT, dated as of November 8, 2006, by and among EXACTTARGET, INC., a Delaware corporation (the "Corporation"), and the Stockholders identified on Annex I hereto.
Form of 2008 Stock Option AgreementStock Option Agreement • April 4th, 2008 • ExactTarget, Inc. • Services-prepackaged software
This Stock Option Agreement ("Agreement") is entered into as of EFFECTIVE DATE, by and between EMPLOYEE NAME ("Participant") and ExactTarget, Inc., a Delaware corporation ("Company").
FORM OF EMPLOYMENT AGREEMENT(1)Form of Employment Agreement • February 5th, 2008 • ExactTarget, Inc. • Services-prepackaged software • Indiana
This Employment Agreement ("Agreement") is made and entered into by and between ExactTarget, Inc., a Delaware corporation ("Company"), and [NOTE 1] ("Executive"), effective December 14, 2007.
EMPLOYMENT AGREEMENT1Employment Agreement • February 23rd, 2012 • ExactTarget, Inc. • Services-prepackaged software • Indiana
This Employment Agreement (“Agreement”) is made and entered into by and between ExactTarget, Inc., a Delaware corporation (“Company”), and [NOTE 1] (“Executive”), effective November 22, 2011.
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • December 30th, 2011 • ExactTarget, Inc. • Services-prepackaged software
THIS FIRST AMENDMENT TO LEASE AGREEMENT (“Amendment”), is made and entered into this 16th day of January, 2006 by and between GUARANTY HOLDINGS COMPANY, LLC, an Indiana limited liability company (“Landlord”), and EXACTTARGET, INC., a Delaware corporation (“Tenant”) (Landlord and Tenant may jointly be referred to herein as the “Parties”) with reference to the following facts:
June 12, 2013ExactTarget, Inc. • June 12th, 2013 • Services-prepackaged software
We are pleased to inform you that on June 3, 2013, ExactTarget, Inc. (“ExactTarget”) entered into a definitive acquisition agreement (the “Acquisition Agreement”) with salesforce.com, inc (“salesforce.com”) and Excalibur Acquisition Corp. (“Purchaser”), a wholly owned subsidiary of salesforce.com. Pursuant to the Acquisition Agreement, Purchaser has today commenced a tender offer (the “Offer”) to purchase all outstanding shares of common stock, par value $0.0005 per share (the “Shares”), of ExactTarget at $33.75 per Share (the “Offer Price”), net to the seller in cash without interest thereon, less any required withholding taxes.
OFFICE BUILDING LEASE BASIC LEASE TERMSOffice Building Lease • December 30th, 2011 • ExactTarget, Inc. • Services-prepackaged software
THIS OFFICE BUILDING LEASE is entered into as of the date set forth in Section “A” of these Basic Lease Terms by and between “Landlord” named in Section “B” hereof and “Tenant” named in Section “C” hereof.
UNIT PURCHASE AGREEMENT DATED AS OF THE 9th DAY OF OCTOBER, 2012 BY AND AMONG PARDOT LLC, THE SELLERS IDENTIFIED ON EXHIBIT B ATTACHED HERETO, DAVID CUMMINGS AS SELLERS’ REPRESENTATIVE, AND EXACTTARGET, INC., AS PURCHASERUnit Purchase Agreement • October 11th, 2012 • ExactTarget, Inc. • Services-prepackaged software • Indiana
THIS UNIT PURCHASE AGREEMENT (“Agreement”), dated as of the 9th day of October, 2012, is made and entered into by and among (a) Pardot LLC, a Georgia limited liability company (the “Company”), (b) ExactTarget, Inc., a Delaware corporation (“Purchaser”), (c) the members of the Company listed on Exhibit B attached hereto (together, the “Sellers,” and each individually, a “Seller”), and (d) David Cummings, in his capacity as the Sellers’ Representative.
Form of Restricted Stock AgreementRestricted Stock Agreement • April 4th, 2008 • ExactTarget, Inc. • Services-prepackaged software • Indiana
This Restricted Stock Agreement is entered into by and between ExactTarget, Inc., a Delaware corporation ("Company"), and DIRECTOR, a member of the Company's Board of Directors ("Director"), effective on this EFFECTIVE DATE.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 14th, 2007 • ExactTarget, Inc. • Delaware
This LOAN AND SECURITY AGREEMENT (this "Agreement") dated as of December 1, 2005, between SILICON VALLEY BANK, a California chartered bank, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 230 West Monroe Street, Suite 720, Chicago, Illinois 60606 ("Bank") and EXACTTARGET, INC., a Delaware corporation ("Borrower"), provides the terms on which Bank shall extend credit to Borrower and Borrower shall repay Bank. The parties agree as follows:
LEASE AGREEMENT for THE GUARANTY BUILDING between GUARANTY HOLDINGS COMPANY, LLC ("LANDLORD") and EXACTTARGET, INC. ("TENANT")Lease Agreement • May 28th, 2008 • ExactTarget, Inc. • Services-prepackaged software • Indiana
THIS LEASE AGREEMENT ("Lease") is made effective this 16th day of March, 2005, by and between GUARANTY HOLDINGS COMPANY, LLC an Indiana limited liability company (hereinafter called "Landlord"), and EXACTTARGET, INC., a Delaware corporation (hereinafter called "Tenant"), WITNESSETH THAT:
SECOND AMENDMENT TO LEASELease • December 30th, 2011 • ExactTarget, Inc. • Services-prepackaged software
THIS SECOND AMENDMENT TO LEASE is entered into as of the 7th day of August, 2009, by and between AMERICAN UNITED LIFE INSURANCE COMPANY as a beneficiary of Lake County Trust No. 3535 (collectively hereinafter called “Landlord”) and EXACTTARGET, INC., a Delaware corporation (hereinafter called “Tenant”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 14th, 2007 • ExactTarget, Inc. • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the "Agreement") is effective as of November 8, 2006 by and among EXACTTARGET, INC., a Delaware corporation (the "Corporation"), and the Investors listed on Annex I attached hereto and made a part hereof (the "Investors").
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • May 28th, 2008 • ExactTarget, Inc. • Services-prepackaged software
THIS FIRST AMENDMENT TO LEASE AGREEMENT ("Amendment"), is made and entered into this 16th day of January, 2006, by and between GUARANTY HOLDINGS COMPANY, LLC, an Indiana limited liability company ("Landlord"), and EXACTTARGET, INC., a Delaware corporation ("Tenant") (Landlord and Tenant may jointly be referred to herein as the "Parties") with reference to the following facts:
EXACTTARGET, INC. FOURTH AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT March 28, 2011Stockholders’ Agreement • November 23rd, 2011 • ExactTarget, Inc. • Services-prepackaged software • Delaware
THIS FOURTH AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT, dated as of March 28, 2011 (this “Agreement”), by and among EXACTTARGET, INC., a Delaware corporation (the “Corporation”), and the Stockholders identified on Annex I hereto.
Form of Stock Option AgreementForm of Stock Option Agreement • December 14th, 2007 • ExactTarget, Inc. • Indiana
This Stock Option Agreement ("Agreement") is entered into by and between ExactTarget, Inc., a Delaware corporation ("Company") and EMPLOYEE NAME ("Optionee"). This Agreement is entered into pursuant to Section 6.02 of the ExactTarget, Inc. 2004 Stock Option Plan effective as of July 15, 2004 (the "Plan") and is subject to the Plan. All capitalized terms not defined in this Agreement shall have the definition provided in the Plan.
THIRD AMENDMENT TO LEASE AGREEMENTLease Agreement • December 30th, 2011 • ExactTarget, Inc. • Services-prepackaged software
THIS THIRD AMENDMENT TO LEASE AGREEMENT (“Amendment”), is made and entered into this 5th day of November, 2007, by and between GUARANTY HOLDINGS COMPANY, LLC, an Indiana limited liability company (“Landlord”), and EXACTTARGET, INC., a Delaware corporation (“Tenant”) (Landlord and Tenant may jointly be referred to herein as the “Parties’”) with reference to the following facts:
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • May 14th, 2012 • ExactTarget, Inc. • Services-prepackaged software
This Non-Qualified Stock Option Agreement (“Agreement”) is entered into as of the Grant Date specified below, by and between [ ] (“Participant”) and ExactTarget, Inc., a Delaware corporation (“Company”).
SECOND AMENDMENT TO LEASESecond Lease • December 30th, 2011 • ExactTarget, Inc. • Services-prepackaged software
THIS SECOND LEASE AMENDMENT (the “Amendment”), dated February 22, 2011, is executed by and between CENTURY BUILDING INVESTMENT GROUP, LLC, a California limited liability company (“Landlord”), and EXACTTARGET, INC., a Delaware corporation (“Tenant”).
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • May 14th, 2012 • ExactTarget, Inc. • Services-prepackaged software • Indiana
This Restricted Stock Agreement (“Agreement”) is entered into by and between ExactTarget, Inc., a Delaware corporation (“Company”), and [ ], a non-employee member of the Company’s Board of Directors (“Director”), as of [ , 201 ] (“Grant Date”).
FORM OF DIRECTOR INDEMNIFICATION AGREEMENTForm of Director Indemnification Agreement • December 14th, 2007 • ExactTarget, Inc. • Delaware
THIS DIRECTOR AND INDEMNIFICATION AGREEMENT (this "Agreement") is made as of this 15th day of July 2004, by and between ExactTarget, Inc., a Delaware corporation (the "Company") and (the "Indemnitee").
ContractPatent License Agreement • December 30th, 2011 • ExactTarget, Inc. • Services-prepackaged software • Illinois
Portions of this Exhibit 10.7 have been omitted based upon a request for confidential treatment. This Exhibit 10.7, including the non-public information, has been filed separately with the Securities and Exchange Commission. “[*]” designates portions of this document that have been redacted pursuant to the request for confidential treatment filed with the Securities and Exchange Commission.
ContractPatent License Agreement • February 5th, 2008 • ExactTarget, Inc. • Services-prepackaged software • Illinois
Portions of this Exhibit 10.7 have been omitted based upon a request for confidential treatment. This Exhibit 10.7, including the non-public information, has been filed separately with the Securities and Exchange Commission. "[*]" designates portions of this document that have been redacted pursuant to the request for confidential treatment filed with the Securities and Exchange Commission.
FOURTH AMENDMENT TO LEASE AGREEMENTLease Agreement • December 30th, 2011 • ExactTarget, Inc. • Services-prepackaged software
THIS FOURTH AMENDMENT TO LEASE AGREEMENT (“Amendment”) is made and entered into effective as of April 1, 2011 (the “Effective Date”), by and between GUARANTY HOLDINGS COMPANY, LLC, an Indiana limited liability company (“Landlord”) and EXACTTARGET, INC., a Delaware corporation (“Tenant”) (Landlord and Tenant may jointly be referred to herein as the “Parties”). WITNESSETH,
FOURTH LOAN MODIFICATION AGREEMENTFourth Loan Modification Agreement • February 23rd, 2012 • ExactTarget, Inc. • Services-prepackaged software
This Fourth Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of February 17, 2012, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 230 West Monroe Street, Chicago, Illinois 60606 (“Bank”) and EXACTTARGET, INC., a Delaware corporation with its chief executive office located at 20 North Meridian Street, Suite 200, Indianapolis, Indiana 46204 (“Borrower”).
SECOND AMENDMENT TO LEASE AGREEMENTLease Agreement • December 30th, 2011 • ExactTarget, Inc. • Services-prepackaged software
THIS SECOND AMENDMENT TO LEASE AGREEMENT (“Amendment”), is made and entered into this 26th day of April, 2007, by and between GUARANTY HOLDINGS COMPANY, LLC, an Indiana limited liability company (“Landlord”), and EXACTTARGET, INC., a Delaware corporation (“Tenant”) (Landlord and Tenant may jointly be referred to herein as the “Parties”) with reference to the following facts:
FIRST AMENDMENT TO LEASELease • December 30th, 2011 • ExactTarget, Inc. • Services-prepackaged software
THIS FIRST AMENDMENT TO LEASE dated January 10, 2010, for reference purposes only, by and between CENTURY BUILDING INVESTMENT GROUP, LLC, a California limited liability company (“Landlord”), and EXACTTARGET, INC., a Delaware corporation (“Tenant”).
