Ancestry.com LLC Sample Contracts

CREDIT AND GUARANTY AGREEMENT among Ancestry.com LLC, as Holdings, Ancestry US Holdings Inc., as U.S. Holdings, Ancestry.com Inc., as the Borrower, The Several Lenders from Time to Time Parties Hereto, Morgan Stanley Senior Funding, Inc., Credit...
Credit and Guaranty Agreement • August 31st, 2015 • Ancestry.com LLC • Services-computer processing & data preparation

CREDIT AND GUARANTY AGREEMENT, dated as of August 28, 2015, among Ancestry.com LLC, a Delaware limited liability company (“Holdings”), Ancestry US Holdings Inc., a Delaware corporation (“U.S. Holdings”), Ancestry.com Inc., a Delaware corporation (the “Borrower”), the Subsidiary Guarantors (this and each other capitalized term used herein without definition having the meaning assigned to such term in Section 1.1) from time to time party hereto, the several banks, financial institutions, institutional investors and other entities from time to time parties to this Agreement as lenders or holders of the Loans (the “Lenders”) and issuers of Letters of Credit and Morgan Stanley Senior Funding, Inc., as Administrative Agent.

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THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ANCESTRY.COM LLC
Limited Liability Company Agreement • February 19th, 2015 • Ancestry.com LLC • Services-computer processing & data preparation • Delaware

This Third Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Ancestry.com LLC (the “Company”), dated as of September 13, 2013 is entered into by Ancestry.com Holdings LLC, a Delaware limited liability company (the “Member”).

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INVESTOR INTEREST OPTION AGREEMENT
Investor Interest Option Agreement • February 19th, 2016 • Ancestry.com LLC • Services-computer processing & data preparation

THIS AGREEMENT (the “Agreement”), effective as of the date of grant set forth on the signature page hereto (the “Date of Grant”), is between Ancelux Topco S.C.A., a Luxembourg société en commandite par action, governed by the laws of the Grand Duchy of Luxembourg, having its registered office at 282, route de Longwy, L-1940 Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B 174.036 and the individual whose name is set forth on the signature page hereto (the “Optionee”).

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GUARANTOR JOINDER AGREEMENT
Guarantor Joinder Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of 28 January 2013 by ANVILIRE ONE LIMITED, a limited liability company incorporated in Ireland with company registration number 522541 and having its registered office at 25-28 North Wall Quay, Dublin 2 (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

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GUARANTOR JOINDER AGREEMENT
Guarantor Joinder Agreement • February 19th, 2015 • Ancestry.com LLC • Services-computer processing & data preparation

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of December 29, 2014 by Ancestry International DNA, LLC, a Delaware limited liability company (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

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AMENDMENT TO AMENDED AND RESTATED EMPLOYEE ROLLOVER STOCK OPTION AGREEMENT
Employee Rollover Stock Option Agreement • October 31st, 2013 • Ancestry.com LLC • Services-computer processing & data preparation

AMENDMENT to Amended and Restated Employee Rollover Stock Option Agreement (this “Amendment”), dated August 2, 2013, by and among Ancelux Topco S.C.A., a société en commandite par actions, organized and existing under the laws of the Grand Duchy of Luxembourg (“Parent”), Ancestry US Holdings Inc. (f/k/a Global Generations International Inc.), a Delaware corporation (“US Holdco”) and Howard Hochhauser (the “Optionee”).

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FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ANCESTRY.COM LLC
Limited Liability Company Agreement • July 29th, 2016 • Ancestry.com LLC • Services-computer processing & data preparation • Delaware

This Fourth Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Ancestry.com LLC (the “Company”), dated as of May 23, 2016, is entered into by Ancestry.com Holdings LLC, a Delaware limited liability company (the “Member”).

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Contract
Supplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York

FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 10, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), the entity listed on Schedule I hereto (the “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

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Contract
Supplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York

SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of January 28, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Anvil US 1 LLC, a Delaware limited liability company (“Parent”), the entities listed on Schedule I hereto (each an “Irish Guaranteeing Subsidiary”), the entities listed on Schedule II hereto (each a “Luxembourg Guaranteeing Subsidiary”) and the entity listed on Schedule III hereto (the “DE Guaranteeing Subsidiary” and, collectively with the Irish Guaranteeing Subsidiaries and the Luxembourg Guaranteeing Subsidiaries, each a “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

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Supplemental Indenture • April 29th, 2016 • Ancestry.com LLC • Services-computer processing & data preparation • New York

NINTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 27, 2016, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Anvilire Three Unlimited Company, an Irish unlimited company (the “Guaranteeing Subsidiary”), and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 29th, 2016 • Ancestry.com LLC • Services-computer processing & data preparation • Delaware

This Agreement (this “Agreement”) is entered into as of this day of [•], 2016, and is effective as of [•], 2016, by and among Ancelux S.A., a Luxembourg société anonyme (“Ancelux GP”), Ancelux Topco S.C.A., a Luxembourg société en commandite par actions (“Ancestry Topco”), Ancestry.com LLC, a Delaware limited liability company (“Ancestry LLC”), Ancestry.com Holdings LLC, a Delaware limited liability company (“Ancestry Holdings”, and Ancelux GP, Ancestry Topco, Ancestry LLC and Ancestry Holdings being referred to herein collectively as the “Company”), and [___________________] (“Indemnitee”).

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GUARANTOR JOINDER AGREEMENT
Guarantor Joinder Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of May 10, 2013 by Ancestry Ireland DNA LLC, a limited liability company organized and existing under the laws of the State of Delaware (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

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Supplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 28, 2012, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Anvil US 1 LLC, a Delaware limited liability company (“Parent”), the entities listed on Schedule I hereto (each a “Guaranteeing Subsidiary”), and Wells Fargo Bank, National Association, as trustee (the “Trustee”).

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Supplemental Indenture • July 29th, 2016 • Ancestry.com LLC • Services-computer processing & data preparation • New York

TENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of June 30, 2016, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Ad-Pay, Inc., a Delaware corporation (the “Guaranteeing Subsidiary”), and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

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Third Supplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York

THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 10, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), the entities listed on Schedule I hereto (each a “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

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GUARANTOR JOINDER AGREEMENT
Guarantor Joinder Agreement • July 29th, 2016 • Ancestry.com LLC • Services-computer processing & data preparation

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of June 30, 2016 by ADPAY, INC., a Delaware corporation (the “Joining Party”), and delivered to Morgan Stanley Senior Funding, Inc., as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

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GUARANTOR JOINDER AGREEMENT
Guarantor Joinder Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of 10 May 2013 by, ANCESTRY INFORMATION OPERATIONS COMPANY an unlimited liability company incorporated in Ireland with company registration number 503335, and ANCESTRY INTERNATIONAL DNA COMPANY an unlimited liability company incorporated in Ireland with company registration number 511170, both of which have their registered office at 70 Sir John Rogerson’s Quay, Dublin 2 (the “Joining Parties” and each a “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

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Supplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York

FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 27, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Anvilire Two, an Irish unlimited company (the “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

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Supplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York

SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 23, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Find A Grave, Inc., a Delaware corporation (the “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

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Supplemental Indenture • February 19th, 2015 • Ancestry.com LLC • Services-computer processing & data preparation • New York

SEVENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 29, 2014, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), AncestryHealth.com, LLC, a Delaware limited liability company (“AncestryHealth”) and Ancestry International DNA, LLC, a Delaware limited liability company (together with AncestryHealth, the “Guaranteeing Subsidiaries”), and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

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SEPARATION AND RELEASE AGREEMENT
Separation and Release Agreement • July 29th, 2016 • Ancestry.com LLC • Services-computer processing & data preparation • Utah

This Separation and Release Agreement (“Agreement”), dated June 28, 2016, is entered into between William Stern, whose address is 1174 East Chandler Drive, Salt Lake City, UT 84103-4239 (“Employee”), and Ancestry.com Operations Inc., which has its principal offices at 1300 W Traverse Parkway, Lehi, Utah 84043 (the “Company”). Employee and the Company will collectively be referred to as the “Parties.”

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GUARANTOR JOINDER AGREEMENT
Guarantor Joinder Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of January 28, 2013 by Anvil US 2 LLC, a limited liability company organized and existing under the laws of the State of Delaware (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.

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Contract
Supplemental Indenture • October 30th, 2015 • Ancestry.com LLC • Services-computer processing & data preparation • New York

EIGHTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of August 28, 2015, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Ancestry Ireland Health LLC, a Delaware limited liability company (“Ancestry Ireland”), Ancestry International Health Unlimited Company, an Irish unlimited company (“Ireland Health” and, together with Ancestry Ireland, the “Guaranteeing Subsidiaries”), and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).

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GUARANTOR JOINDER AGREEMENT
Guarantor Joinder Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation

THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of 28 January 2013 by (i) Ancelux 3 S.À R.L., a private limited liability company (société à responsabilité limitée), incorporated and existing under Luxembourg law, with registered office at 282, route de Longwy, L-1940 Luxembourg, registered with the register of commerce and companies of Luxembourg under the number B 174.275 and having a share capital of USD 22,000.- and (ii) Ancelux 4 S.à r.l. a sociéte à responsabilité limitée incorporated and existing under Luxembourg law, having its registered office at 282, route de Longwy, L-1940 Luxembourg, Grand-Duchy of Luxembourg and registered with the Luxembourg register of commerce and companies under B 174.224 and having a share capital of USD 18,000.- (the “Joining Parties”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as

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