CrowdStrike Holdings, Inc. Sample Contracts

CrowdStrike Holdings, Inc. Class A Common Stock Underwriting Agreement
Underwriting Agreement • May 29th, 2019 • CrowdStrike Holdings, Inc. • Services-prepackaged software • New York

CrowdStrike Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [·] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [·] additional shares (the “Optional Shares”) of Class A Common Stock (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).

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CROWDSTRIKE HOLDINGS, INC. Underwriting Agreement
CrowdStrike Holdings, Inc. • January 20th, 2021 • Services-prepackaged software • New York

CrowdStrike Holdings, 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 representative (the “Representative”), $750,000,000 principal amount of its 3.000% Senior Notes due 2029 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of January 20, 2021 (the “Base Indenture”) among the Company, the guarantors listed in Schedule 2 hereto (the Guarantors”), and U.S. Bank National Association, as trustee (the “Trustee”), as amended by a Supplemental Indenture to be dated as of January 20, 2021 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), and will be guaranteed on a senior basis by each of the Guarantors (the “Guarantees”).

AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • January 5th, 2021 • CrowdStrike Holdings, Inc. • Services-prepackaged software • New York

THIS AMENDED AND RESTATED Credit Agreement (this “Agreement”), dated as of January 4, 2021, is entered into by and among CROWDSTRIKE HOLDINGS, INC., a Delaware corporation (“Holdings”), CROWDSTRIKE, INC., a Delaware corporation (“CrowdStrike” or the “Borrower”), the several banks and other financial institutions or entities from time to time party to this Agreement (each a “Lender” and, collectively, the “Lenders”), SILICON VALLEY BANK (“SVB”), as the Issuing Lender and the Swingline Lender, and SVB, as administrative agent and collateral agent for the Lenders (in such capacities together with any successors and assigns in such capacities, the “Administrative Agent”).

SUBLEASE AGREEMENT
Office Lease • May 14th, 2019 • CrowdStrike Holdings, Inc. • Services-prepackaged software • California

This Office Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”) below, is made by and between SPF MATHILDA, LLC, a Delaware limited liability company (“Landlord”), and KNOWLES ELECTRONICS, LLC, a Delaware limited liability company (“Tenant”).

OFFICE LEASE SUNNYVALE CITY CENTER SPF MATHILDA, LLC, a Delaware limited liability company, as Landlord, and
Office Lease • February 25th, 2019 • CrowdStrike Holdings, Inc. • Services-prepackaged software • California

This Office Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”) below, is made by and between SPF MATHILDA, LLC, a Delaware limited liability company (“Landlord”), and CROWDSTRIKE, INC., a Delaware corporation (“Tenant”).

Contract
Stockholders Agreement • May 14th, 2019 • CrowdStrike Holdings, 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 THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

Contract
Warrant Agreement • May 29th, 2019 • CrowdStrike Holdings, Inc. • Services-prepackaged software • California

THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED (the “1933 ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YOU THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.

AMENDED AND RESTATED STOCKHOLDERS AGREEMENT BY AND AMONG THE INVESTORS SET FORTH ON SCHEDULES I, II AND III HERETO AND CROWDSTRIKE HOLDINGS, INC. Dated as of June 21, 2018
Stockholders Agreement • May 14th, 2019 • CrowdStrike Holdings, Inc. • Services-prepackaged software • Delaware

This Amended and Restated Stockholders Agreement (this “Agreement”) is dated as of this June 21, 2018 and entered into by and among the institutional investors listed on Schedule I hereto (the “Institutional Investors”); the individuals whose names and addresses appear from time to time on Schedule II hereto (the “Other Initial Investors”); the individuals whose names and addresses appear from time to time on Schedule III hereto (the “Other Non-Initial Investors” and together with the Other Initial Investors, the “Other Investors”); and CrowdStrike Holdings, Inc., a Delaware corporation (the “Company”). The Institutional Investors and the Other Investors are hereinafter each referred to as an “Investor” and collectively referred to as the “Investors”.

SENIOR SECURED CREDIT FACILITIES CREDIT AGREEMENT dated as of April 19, 2019, among CROWDSTRIKE HOLDINGS, INC., as a Guarantor,
Credit Agreement • May 14th, 2019 • CrowdStrike Holdings, Inc. • Services-prepackaged software • New York

THIS CREDIT AGREEMENT (this “Agreement”), dated as of April 19, 2019, is entered into by and among CROWDSTRIKE HOLDINGS, INC., a Delaware corporation (“Holdings”), CROWDSTRIKE, INC., a Delaware corporation (“CrowdStrike”), CROWDSTRIKE SERVICES, INC., a Delaware corporation (“CrowdStrike Services” and together with CrowdStrike, individually or collectively as the context requires, jointly and severally, the “Borrower”), the several banks and other financial institutions or entities from time to time party to this Agreement (each a “Lender” and, collectively, the “Lenders”), SILICON VALLEY BANK (“SVB”), as the Issuing Lender and the Swingline Lender, and SVB, as administrative agent and collateral agent for the Lenders (in such capacities together with any successors and assigns in such capacities, the “Administrative Agent”).

CROWDSTRIKE HOLDINGS, INC.
Performance Unit Agreement • January 14th, 2022 • CrowdStrike Holdings, Inc. • Services-prepackaged software • Delaware

Unless otherwise defined herein, the terms defined in the CrowdStrike Holdings, Inc. 2019 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Performance Unit Agreement, which includes the Notice of Performance Unit Grant (the “Notice of Grant”), the Terms and Conditions of Performance Unit Grant, attached hereto as Exhibit A, the Vesting Conditions, attached hereto as Exhibit B, and all other exhibits and appendices hereto (all together, the “Award Agreement”).

AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT BY AND AMONG THE INVESTORS SET FORTH ON SCHEDULE A HERETO, THE HOLDERS SET FORTH ON SCHEDULE B HERETO AND CROWDSTRIKE HOLDINGS, INC. Dated as of June 21, 2018
Registration Rights Agreement • May 14th, 2019 • CrowdStrike Holdings, Inc. • Services-prepackaged software • Delaware

This Amended and Restated Registration Rights Agreement (the “Agreement”) is made, entered into and effective June 21, 2018, by and among the investors set forth on Schedule A hereto (the “Investors”), the Holders other than the Investors (each as defined herein) set forth on Schedule B hereto and CrowdStrike Holdings, Inc., a Delaware corporation (including any of its successors by merger, acquisition, reorganization, conversion or otherwise (the “Company”)).

CROWDSTRIKE HOLDINGS, INC.
Restricted Stock Unit Agreement • March 18th, 2021 • CrowdStrike Holdings, Inc. • Services-prepackaged software • Delaware

Unless otherwise defined herein, the terms defined in the CrowdStrike Holdings, Inc. 2019 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Global Restricted Stock Unit Agreement, which includes the Notice of Restricted Stock Unit Grant (the “Notice of Grant”), the Terms and Conditions of Restricted Stock Unit Grant, and all other exhibits and appendices (all together, the “Award Agreement”).

EMPLOYMENT AGREEMENT
Employment Agreement • May 14th, 2019 • CrowdStrike Holdings, Inc. • Services-prepackaged software • California

This EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of this 18th day of November 2011, by and between CrowdStrike, Inc., a Delaware corporation (the “Company”), and George Kurtz (the “Employee”).

FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • May 14th, 2019 • CrowdStrike Holdings, Inc. • Services-prepackaged software • Delaware

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made as of the day of 20 , by and between CrowdStrike Holdings, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).

SUBLEASE AGREEMENT
Sublease Agreement • May 14th, 2019 • CrowdStrike Holdings, Inc. • Services-prepackaged software • California

This Sublease Agreement (“Sublease”), dated as of November 1, 2016, is by and between LANDesk Software Inc., a Delaware Corporation, having an office at 698 West 10000 South, South Jordan, Utah, 94095 (“Sublandlord”) and Crowdstrike, Inc. a Delaware corporation, having an office at 15440 Laguna Canyon Road, Suite 250, Irvine CA 92618 (“Subtenant”);

OFFICE LEASE SUNNYVALE CITY CENTER SPF MATHILDA, LLC, a Delaware limited liability company, as Landlord, and
Office Lease • May 14th, 2019 • CrowdStrike Holdings, Inc. • Services-prepackaged software • California

This Office Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”) below, is made by and between SPF MATHILDA, LLC, a Delaware limited liability company (“Landlord”), and CROWDSTRIKE, INC., a Delaware corporation (“Tenant”).

Contract
Office Lease • March 23rd, 2020 • CrowdStrike Holdings, Inc. • Services-prepackaged software
CAPITOL TOWER AUSTIN, TEXAS OFFICE LEASE AGREEMENT BETWEEN EQC CAPITOL TOWER PROPERTY LLC (“LANDLORD”) AND CROWDSTRIKE, INC. (“TENANT”)
Office Lease Agreement • March 16th, 2022 • CrowdStrike Holdings, Inc. • Services-prepackaged software

THIS OFFICE LEASE AGREEMENT (this “Lease”) is made and entered into as of April 20, 2018 (the “Effective Date”), by and between EQC CAPITOL TOWER PROPERTY LLC, a Delaware limited liability company (“Landlord”) and CROWDSTRIKE, INC., a Delaware corporation (“Tenant”).

CHANGE IN CONTROL AND SEVERANCE AGREEMENT
Change in Control and Severance Agreement • September 1st, 2021 • CrowdStrike Holdings, Inc. • Services-prepackaged software • Delaware

THIS AGREEMENT (together with all exhibits hereto, this “Agreement”), dated as of September 1, 2021 (the “Effective Date”), by and between CrowdStrike Holdings, Inc., a Delaware corporation (the “Company”), and George Kurtz (the “Executive”).

CROWDSTRIKE HOLDINGS, INC. and U.S. BANK NATIONAL ASSOCIATION Trustee 3.000% Senior Notes due 2029 First Supplemental Indenture Dated as of January 20, 2021 to Indenture dated as of January 20, 2021
Indenture • January 20th, 2021 • CrowdStrike Holdings, Inc. • Services-prepackaged software • New York

FIRST SUPPLEMENTAL INDENTURE, dated as of January 20, 2021 (this “Supplemental Indenture”), to the Indenture dated as of January 20, 2021 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and between CrowdStrike Holdings, Inc. (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”).

Contract
Lease • March 9th, 2023 • CrowdStrike Holdings, Inc. • Services-prepackaged software
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CROWDSTRIKE HOLDINGS, INC.
Global Performance Unit Agreement • June 3rd, 2020 • CrowdStrike Holdings, Inc. • Services-prepackaged software • Delaware

Unless otherwise defined herein, the terms defined in the CrowdStrike Holdings, Inc. 2019 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Global Performance Unit Agreement, which includes the Notice of Performance Unit Grant (the “Notice of Grant”), the Terms and Conditions of Performance Unit Grant, including the Country Addendum, attached hereto as Exhibit A, the Performance Goal attached hereto as Exhibit B and all other exhibits and appendices (all together, the “Award Agreement”).

FIRST AMENDMENT TO LEASE
Lease • March 16th, 2022 • CrowdStrike Holdings, Inc. • Services-prepackaged software

THIS FIRST AMENDMENT TO LEASE (this “Amendment”) is made and entered into as of June 6, 2019, (the “Effective Date”) by and between EQC CAPITOL TOWER PROPERTY LLC, a Delaware limited liability company (“Landlord”), and CROWDSTRIKE, INC., a Delaware corporation (“Tenant”).

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