GLOBANT S.A. 1,200,000 Common Shares Underwriting AgreementUnderwriting Agreement • February 28th, 2023 • Globant S.A. • Services-computer processing & data preparation • New York
Globant S.A. (the “Company”), a société anonyme organized under the laws of Luxembourg, having its registered office at 37A Avenue J.F. Kennedy, L-1855, Luxembourg, registered with the Luxembourg Trade and Companies Register under number B 173 727, proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”) who will be subscribing therefor, for whom you are acting as representatives (the “Representatives”), 1,200,000 common shares, nominal value U.S.$1.20 per share (the “Common Shares”) of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 180,000 Common Shares of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The Company hereby confirms its agreement with the several Underwriters concerning the subscription and purchase and issuance and sale of the Shares, as follows:
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 31, 2023 among GLOBANT, LLC, as Borrower CERTAIN FINANCIAL INSTITUTIONS, as Lenders, and HSBC BANK USA, N.A., as Administrative Agent, Issuing Bank and Swingline LenderCredit Agreement • June 2nd, 2023 • Globant S.A. • Services-computer processing & data preparation • New York
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 31, 2023, among GLOBANT, LLC, a Delaware limited liability company (the “Borrower”), the Lenders (as defined hereinafter) that are from time to time parties hereto, and HSBC BANK USA, N.A. (“HSBC”), as Administrative Agent (in such capacity, the “Administrative Agent”), Issuing Bank (as defined hereinafter) and Swingline Lender (as defined hereinafter).
Globant S.A. [ ] Common Shares Underwriting AgreementUnderwriting Agreement • March 23rd, 2015 • Globant S.A. • Services-computer processing & data preparation • New York
Certain shareholders of Globant S.A. (the “Company”), a société anonyme organized under the laws of the Grand Duchy of Luxembourg (“Luxembourg”), having its registered office at 5, rue Guillaume Kroll, L-1882 Luxembourg, registered with the Luxembourg Trade and Companies Register under number B 173 727, identified in paragraph (a) of Schedule 2 hereto (the “Selling Shareholders I”) and the shareholders of the Company identified in paragraph (b) of Schedule 2 hereto (the “Selling Shareholders II” and, together with the Selling Shareholders I, the “Selling Shareholders”) propose to sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”) an aggregate of [ ] common shares, nominal value US$1.20 per share (the “Common Shares”) of the Company (the “Underwritten Shares”). In addition, the Selling Shareholders identified in Schedule 2 hereto propose to sell, at the option of the Underwriters, up to an
JOINDER AGREEMENTJoinder Agreement • July 15th, 2014 • Globant S.A. • Services-computer processing & data preparation • Luxembourg
This Joinder Agreement (the “Joinder Agreement”) is entered into as of this 27th day of December, 2012, by and between: 1) Paldwick S.A., a corporation organized under the laws of the Oriental Republic of Uruguay represented in this act by the individual who signs at the end of this instrument and acting in the capacity therein stated (jointly with MM, MU, NN and GE (as hereinafter defined), “Paldwick”); 2) Martín Migoya, Argentine I.D. (D.N.I.) No. 20,252,614, acting by himself or represented in this act by the individual who signs at the end of this instrument and acting in the capacity therein stated ("MM"); 3) Martín Gonzalo Umaran, Argentine I.D. (D.N.I.) No. 20,233,654, acting by himself or represented in this act by the individual who signs at the end of this instrument and acting in the capacity therein stated ("MU"); 4) Néstor Augusto Nocetti, Argentine I.D. (D.N.I.) No. 18,363,547, acting by himself or represented in this act by the individual who signs at the end of this ins
EQUITYHOLDERS ADDITIONAL AGREEMENTEquityholders Additional Agreement • May 28th, 2014 • Globant S.A. • Services-computer processing & data preparation
This equityholders additional agreement (the “Agreement”) is entered into on May 7, , 2012 between: 1) Paldwick S.A. (jointly with MM, MU, NN and GE (as defined below), “Paldwick”), a corporation (sociedad anónima) duly incorporated and validly existing under the laws of the Oriental Republic of Uruguay, represented in this act by the individual or individuals who sign at the end of this instrument and acting in the capacity therein stated; 2) Martín Migoya, Argentinean, Argentine I.D. (D.N.I.) No. 20,252,614; represented in this act by the individual who signs at the end of this instrument and acting in the capacity therein stated (hereinafter, “MM”); 3) Martín Gonzalo Umaran, Argentinean, Argentine I.D. (D.N.I.) No. 20,233,654; represented in this act by the individual who signs at the end of this instrument and acting in the capacity therein stated (hereinafter, “MU”); 4) Néstor Augusto Nocetti, Argentinean, Argentine I.D. (D.N.I.) No. 18,363,547; represented in this act by the indi
STOCK PURCHASE AND SUBSCRIPTION AGREEMENT by and among Paldwick S.A.,Stock Purchase and Subscription Agreement • May 28th, 2014 • Globant S.A. • Services-computer processing & data preparation • New York
THIS STOCK PURCHASE AND SUBSCRIPTION AGREEMENT (including all Exhibits and Disclosure Schedules hereto, this “Agreement”), dated as of December 27, 2012, by and among:
Globant S.A. 5,815,259 Common Shares Underwriting AgreementUnderwriting Agreement • June 25th, 2018 • Globant S.A. • Services-computer processing & data preparation • New York
WPP Luxembourg Gamma Three S.à r.l. (the “Selling Shareholder”), a société à responsabilité limitée organized under the laws of the Grand Duchy of Luxembourg (“Luxembourg”) and a shareholder of Globant S.A. (the “Company”), a société anonyme organized under the laws of Luxembourg, having its registered office at 37A Avenue J.F. Kennedy, L-1855, Luxembourg, registered with the Luxembourg Trade and Companies Register under number B 173 727, proposes to sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”) 5,815,259 common shares, nominal value US$1.20 per share (the “Common Shares”) of the Company (the “Underwritten Shares”). In addition, the Selling Shareholder proposes to sell, at the option of the Underwriters, up to an additional 872,289 Common Shares of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The Company and t
SECURITY AGREEMENTSecurity Agreement • April 13th, 2018 • Globant S.A. • Services-computer processing & data preparation • New York
SECURITY AGREEMENT, dated as of August 3, 2017 (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), by and between Globant, LLC, a Delaware limited liability company (together with its successors and assigns, the “Grantor”) and HSBC Bank USA, N.A., as Administrative Agent (in such capacity, and together with any successor in such capacity, the “Administrative Agent”), for the benefit of the Secured Parties.
Price Reset AgreementPrice Reset Agreement • January 10th, 2014 • Globant S.A. • Services-computer processing & data preparation • New York
This Price Reset Agreement (this “Reset Agreement”), dated as of December 27, 2012, by and among the parties identified on the signature pages hereto, sets forth certain additional rights and agreements relating to the New Shareholder and is intended by all Parties to supplement the Existing Shareholders’ Agreement. All capitalized terms not defined in this Reset Agreement shall have the meanings ascribed to them in the Joinder Agreement dated as of the date hereof by and between the Parties hereto and the Company. To the extent there is any conflict between this Reset Agreement, on one hand, and the Existing Shareholders’ Agreement and/or the Articles of Association or Joinder Agreement, on the other hand, this Reset Agreement shall control.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 27th, 2013 • Globant S.A. • Services-computer processing & data preparation • New York
WHEREAS, Paldwick S.A. (“Paldwick”), MM, MU, NN, GE, Endeavor Global, Riverwood Capital, RW Holdings S.à.r.l. (“RW Holdings”) and ITO Holdings S.à.r.l. (“FTV Holdings” and together with Paldwick, MM, MU, NN, GE, Endeavor Global, Riverwood LLC and RW Holding, the “Original Parties”) are parties to that certain (i) “Convenio de Socios” (members agreement), dated February 23rd, 2011, and (ii) “Acta de Adhesión al Convenio de Socios” (joinder to members agreement) executed by Endeavor Global on January 18th, 2012 pursuant to which Endeavor Global joined the “Convenio de Socios” (members agreement) (the documents in (i) and (ii) together, hereinafter referred as the “Existing Shareholders’ Agreement”), pursuant to which the Original Parties and Endeavor Global agreed to govern their rights and obligations as shareholders of Globant S.A. (formerly known as IT Outsourcing S.L.), a corporation duly organized as a sociedad anónima and validly existing under the laws of Spain ("Spanish Globant")
GUARANTYGuaranty • April 13th, 2018 • Globant S.A. • Services-computer processing & data preparation • New York
GUARANTY, dated as of August 3, 2017 (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Guaranty”), made by Globant S.A., a Luxembourg société anonyme having its registered office at 37A, avenue J.F. Kennedy, L-1855 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies’ Register under number B 173727 (the “Guarantor”), in favor of HSBC Bank USA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for each of the Secured Parties.
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • February 26th, 2021 • Globant S.A. • Services-computer processing & data preparation • New York
This EQUITY PURCHASE AGREEMENT (this “Agreement”), is entered into as of December 18, 2020 by and among, (i) Software Product Creation, S.L., a limited liability corporation (sociedad limitada) organized and existing under the Laws of Spain (the “Purchaser”), (ii) RedCap Consultants, S.L. (the “Seller”), (iii) María Teresa Barrera Xaubet (the “Ultimate Beneficial Owner”), (iv) Paul Marinus Gerardus Antonius Schulz ((iii) and (iv) individually may be referred to herein as a “Ultimate Owner” and together as the “Ultimate Owners”), and (v) Globant S.A. (“Globant Lux”) organized and existing under the Laws of Luxembourg (the “Guarantor”). Each of the parties named above may be referred to herein as a “Party” and collectively as the “Parties”. Capitalized terms used, but not otherwise defined, herein shall have the meanings set forth on Schedule A.
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • February 26th, 2021 • Globant S.A. • Services-computer processing & data preparation • Florida
This EQUITY PURCHASE AGREEMENT (this “Agreement”), is entered into as of July 31st, 2020 by and among, (i) Globant España S.A. (sociedad unipersonal) (the “Majority Purchaser”), (ii) Software Product Creation S.L. (the “Minority Purchaser”, and together with the Majority Purchaser, the “Purchasers”), (iii) Mr. Simón Roberto Groesman Wagmaister, Argentine ID No. 8,537,887 (“RW”), (iv) Emidey S.A. (“Emidey” and together with RW, the “Selling Management Group”), (v) HSBC Latin America Partner LP (“HSBC I”), (vi) HSBC Latin American Coinvestment Partner LP (“HSBC II”), (vii) International Finance Corporation (“IFC”), (viii) Mafimar S.A. (“Mafimar”, and together with HSBC I, HSBC II and IFC, the “Selling Non-Management Group”, and together with the Selling Management Group, the “Sellers”), and exclusively with respect to the matters set forth in Section 1.3(a)(ii) and Section 3.2(II)(q), Globant S.A. (Luxembourg) (“Globant Lux,” and together with the Sellers and the Purchasers, the “Parties
STOCK OPTION AGREEMENTStock Option Agreement • January 20th, 2015 • Globant S.A. • Services-computer processing & data preparation • Luxembourg
THIS STOCK OPTION AGREEMENT (this “Agreement”) is hereby entered into as of this ______ day of _____, 2013 (the “Effective Date”), by and among “Globant S.A.”, a société anonyme incorporated under the laws of the Grand Duchy of Luxembourg, having its registered office at 5, rue Guillaume Kroll, L-1882 Luxembourg, registered with the Luxembourg trade and companies register under number B 173 727 (the “Company”); “[name of original employer].”, a _________ organized under the laws of ______________ which is an indirectly owned subsidiary of the Company (the “Employer”), and [Name of Beneficiary] (hereinafter, the “Beneficiary” and, together with the Company and the Employer, the “Parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 15th, 2014 • Globant S.A. • Services-computer processing & data preparation • New York
WHEREAS, Paldwick S.A. (“Paldwick”), MM, MU, NN, GE, Endeavor Global, Riverwood Capital, RW Holdings S.à.r.l. (“RW Holdings”) and ITO Holdings S.à.r.l. (“FTV Holdings” and together with Paldwick, MM, MU, NN, GE, Endeavor Global, Riverwood LLC and RW Holding, the “Original Parties”) are parties to that certain (i) “Convenio de Socios” (members agreement), dated February 23, 2011, and (ii) “Acta de Adhesión al Convenio de Socios” (joinder to members agreement) executed by Endeavor Global on January 18, 2012 pursuant to which Endeavor Global joined the “Convenio de Socios” (members agreement) (the documents in (i) and (ii) together, hereinafter referred as the “Existing Shareholders’ Agreement”), pursuant to which the Original Parties and Endeavor Global agreed to govern their rights and obligations as shareholders of Globant S.A. (formerly known as IT Outsourcing S.L.), a corporation duly organized as a sociedad anónima and validly existing under the laws of Spain ("Spanish Globant").
ContractLease Agreement • August 27th, 2013 • Globant S.A. • Services-computer processing & data preparation
EXECUTION COPY US_ACTIVE-161703206.11 AMENDMENT NO. 1 This AMENDMENT NO. 1 (this “Amendment”) dated as of October 1, 2021, by and among GLOBANT, LLC, a Delaware limited liability company (the “Borrower”), HSBC Bank USA, N.A., as Administrative Agent...Credit Agreement • February 28th, 2022 • Globant S.A. • Services-computer processing & data preparation • New York
Globant S.A. [ ] Common Shares Underwriting AgreementUnderwriting Agreement • June 26th, 2015 • Globant S.A. • Services-computer processing & data preparation • New York
Certain shareholders of Globant S.A. (the “Company”), a société anonyme organized under the laws of the Grand Duchy of Luxembourg (“Luxembourg”), having its registered office at 5, rue Guillaume Kroll, L-1882 Luxembourg, registered with the Luxembourg Trade and Companies Register under number B 173 727, identified in paragraph (a) of Schedule 2 hereto (the “Selling Shareholders I”) and the shareholders of the Company identified in paragraph (b) of Schedule 2 hereto (the “Selling Shareholders II” and, together with the Selling Shareholders I, the “Selling Shareholders”) propose to sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”) an aggregate of [ ] common shares, nominal value US$1.20 per share (the “Common Shares”) of the Company (the “Underwritten Shares”). In addition, the Selling Shareholders identified in Schedule 2 hereto propose to sell, at the option of the Underwriters, up to an
GLOBANT, LLC BRIDGE BANK, NATIONAL ASSOCIATION LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 27th, 2013 • Globant S.A. • Services-computer processing & data preparation • California
This Loan And Security Agreement is entered into as of May 6, 2011, by and between Bridge Bank, National Association (“Bank”) and GLOBANT, LLC (“Borrower”).
SHARE PURCHASE AGREEMENT Between Marseilles Investments Limited Scott Lee Hoing Andres Wladimir Snaider Top Oak LLC Carlos Eduardo Morais MB MARCOMM LLC CloudFour Tech SAS, as Sellers and Globant España S.A. (sociedad unipersonal), as Purchaser Dated...Share Purchase Agreement • March 29th, 2019 • Globant S.A. • Services-computer processing & data preparation • New York
This SHARE PURCHASE AGREEMENT (this “Agreement”), is entered into as of January 17, 2019 by and among, each of the selling shareholders identified as a Group A Seller or as a Group B Seller on Schedule B attached hereto (each such Seller, an “Individual Seller”, and jointly, the “Sellers”); Globant España S.A. (sociedad unipersonal) (“Globant” or the “Purchaser” and, together with the Sellers, each a “Party” and jointly, the “Parties”); and Avanxo (Bermuda) Limited, a company duly organized and existing under the Laws of the Islands of Bermuda, with registered office at Victoria Place, 31 Victoria Street, Hamilton HM 10, Bermuda (“Avanxo”, and together with its Subsidiaries (unless otherwise specifically stated herein), the “Company”).
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • February 28th, 2020 • Globant S.A. • Services-computer processing & data preparation • Florida
This EQUITY PURCHASE AGREEMENT (this “Agreement”), is entered into as of August 9, 2019 by and among, (i) Globant España S.A. (sociedad unipersonal) (“Globant I” or the “Majority Purchaser”), (ii) Software Product Creation S.L. (“Globant II” or the “Minority Purchaser”, and together with Globant I, “Globant” or the “Purchasers”), (iii) Luis Héctor Robbio, an individual resident in Argentina (“LHR”), (iv) Federico Luis Robbio, an individual resident in Argentina (“FLR”), (v) Alejandro Héctor Robbio, an individual resident in Spain (“AHR”, and together with LHR and FLR, the “Sellers”, and, together with Globant, each a “Party” and jointly, the “Parties”).
