INDEMNIFICATION AGREEMENTIndemnification Agreement • April 26th, 2022 • Life360, Inc. • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is effective as of _______________, between Life360, Inc., a Delaware corporation (the “Company”), and ____________________ (“Indemnitee”).
OFFICE LEASE 539 Bryant Street, San Francisco, Ca. SF OFFICE 2, LLC, a Delaware limited liability company as Landlord, and LIFE360, Inc., a Delaware corporation, as Tenant.Office Lease • June 13th, 2022 • Life360, Inc. • Services-computer processing & data preparation • California
Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the premises set forth in Section 2.2 of the Summary (the “Premises”). The outline of the Premises is set forth in Exhibit A attached hereto. The parties hereto agree that the lease of the Premises is upon and subject to the terms, covenants and conditions (the “TCCs”) herein set forth, and Tenant covenants as a material part of the consideration for this Lease to keep and perform each and all of such TCCs by it to be kept and performed and that this Lease is made upon the condition of such performance. The parties hereto hereby acknowledge that the purpose of Exhibit A is to show the approximate location of the Premises in the “Building,” as that term is defined in this Article 1, and such Exhibit is not meant to constitute an agreement, representation or warranty as to the construction of the Premises, the precise area thereof or the specific location of the “Common Areas,” as that term is defined in this Article
ContractLife360, Inc. • June 13th, 2022 • Services-computer processing & data preparation
By clicking to agree to this Schedule 2, which is hereby offered to You by Apple, You agree with Apple to amend that certain Apple Developer Program License Agreement currently in effect between You and Apple (the “Agreement”) to add this Schedule 2 thereto (supplanting any existing Schedule 2). Except as otherwise provided herein, all capitalized terms shall have the meanings set forth in the Agreement.
PLEASE READ THE FOLLOWING APPLE DEVELOPER PROGRAM LICENSE AGREEMENT TERMS AND CONDITIONS CAREFULLY BEFORE DOWNLOADING OR USING THE APPLE SOFTWARE OR APPLE SERVICES. THESE TERMS AND CONDITIONS CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND APPLE. Apple...Life360, Inc. • June 13th, 2022 • Services-computer processing & data preparation • California
You would like to use the Apple Software (as defined below) to develop one or more Applications (as defined below) for Apple-branded products. Apple is willing to grant You a limited license to use the Apple Software and Services provided to You under this Program to develop and test Your Applications on the terms and conditions set forth in this Agreement.
SEPARATION AGREEMENTSecond Separation Agreement • August 14th, 2023 • Life360, Inc. • Services-computer processing & data preparation • California
This Separation Agreement and Release of Claims (the “Agreement”) confirms the agreement between you and Life360, Inc. (the “Company”) regarding the termination of your employment with the Company and offers you the consideration described below in exchange for a general release of claims. Capitalized but undefined terms have the definitions set forth in that certain Employment Agreement between you and the Company dated November 22, 2021, as amended on or about April 11, 2022 (collectively the “Employment Agreement”). You acknowledge that, effective January 1, 2023, your employment transitioned from Tile, Inc. to the Company, with the rights and obligations pertaining to your employment with Tile, Inc. under the Employment Agreement transferring to your employment with the Company, such that the terms of your employment with the Company are the same as those of your employment with Tile, Inc., including, but not limited to, the transfer of the provisions of Paragraphs 6 and 7 of the E
Life360, Inc. and _____________, As Warrant Agent Form of Preferred Stock Warrant Agreement Dated As Of __________Warrant Agreement • May 9th, 2024 • Life360, Inc. • Services-computer processing & data preparation • New York
This Preferred Stock Warrant Agreement (this “Agreement”), dated as of [_______ __, ____], between Life360, Inc., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
AGREEMENT AND PLAN OF MERGER by and among LIFE360, INC., TRIUMPH MERGER SUB, INC., TILE, INC., and FORTIS ADVISORS LLC, as the Securityholders’ Agent Dated as of November 22, 2021Agreement and Plan of Merger • April 26th, 2022 • Life360, Inc. • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of November 22, 2021, by and among LIFE360, INC., a Delaware corporation (“Parent”), TRIUMPH MERGER SUB, INC., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), TILE, INC., a Delaware corporation (the “Company”), and FORTIS ADVISORS LLC, a Delaware limited liability company, as the Securityholders’ Agent (as defined in Section 11.1(a)). Certain capitalized terms used in this Agreement are defined in Exhibit A.
Employment AgreementEmployment Agreement • May 10th, 2024 • Life360, Inc. • Services-computer processing & data preparation • Delaware
This EMPLOYMENT AGREEMENT (the “Agreement”) by and between Life360, a corporation organized under the laws of the State of Delaware (the “Company”), and Lauren Antonoff (“Executive”) (the Company and Executive is sometimes collectively referred to herein as the “Parties” and individually as a “Party”), sets forth the terms and conditions that shall govern Executive’s employment with the Company.
EXHIBIT B THIRD AMENDMENT TO OFFICE LEASEOffice Lease • June 13th, 2022 • Life360, Inc. • Services-computer processing & data preparation
THIS THIRD AMENDMENT TO OFFICE LEASE (this “Third Amendment”) is made and entered into as of 1.13.15 (the “Effective Date”), by and between SF OFFICE 2, LLC, a Delaware limited liability company (“Landlord”), and LIFE360, INC., a Delaware corporation (“Tenant”).
THIRD AMENDMENT TO STANDARD MULTI-TENANT OFFICE LEASE – GROSSOffice Lease – Gross • June 13th, 2022 • Life360, Inc. • Services-computer processing & data preparation
This Third Amendment to Standard Multi-Tenant Office Lease – Gross (“Third Amendment”) is made and entered into effective as of September 20, 2018 (“Effective Date”), by and between RANCHO SUMMIT LLC, a California limited liability company (“Lessor”), and LIFE360 INC., a Delaware corporation (“Lessee”), with respect to the Lease, as defined below.
Assignment and Assumption of LeaseAssignment and Assumption of Lease • June 13th, 2022 • Life360, Inc. • Services-computer processing & data preparation
This Assignment and Assumption of Lease (the “Assignment”) is made and effective on December 4, 2017 (“Effective Date”), by and among Pathsense, Inc., a Delaware corporation (“Assignor”), Life360, Inc., a Delaware corporation (“Assignee”) and Rancho Summit LLC, a California limited liability company (“Lessor”) (collectively referred to as the “Parties”). Assignor is the “Lessee” and Lessor is the “Lessor” in the Lease dated April 24, 2015, as amended by that certain First Amendment to Lease dated March 28, 2017 (collectively, “Master Lease”), which Lease has a term ending on March 31, 2019, for the premises identified as 1953 San Elijo Avenue, #200 and #205, Cardiff by the Sea, California (“Premises”).
SECOND AMENDMENT TO OFFICE LEASEOffice Lease • June 13th, 2022 • Life360, Inc. • Services-computer processing & data preparation
THIS SECOND AMENDMENT TO OFFICE LEASE (this “Second Amendment”) is dated effective as of November 24, 2014 (the “Effective Date”), by and between SF OFFICE 2, LLC, a Delaware limited liability company (“Landlord”), and LIFE360, INC., a Delaware corporation (“Tenant”).
ContractLife360, Inc. • August 14th, 2023 • Services-computer processing & data preparation
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SUCH EXCLUDED INFORMATION HAS BEEN MARKED WITH “[***].” MANUFACTURING SERVICES...Manufacturing Services Agreement • June 13th, 2022 • Life360, Inc. • Services-computer processing & data preparation • New York
This Manufacturing Agreement (“Agreement”) is entered into by and between Jabil Circuit, Inc., a Delaware corporation, having offices at 10560 Dr. M.L. King Jr. Street North St. Petersburg, Florida 33716 and Jabil Circuit (Singapore) Pte. Ltd. (“Jabil Singapore”) having its principal place of business at 16 Tampines Crescent, Singapore 528604 (collectively referred to as “Jabil”), and Tile, Inc. a Delaware corporation (“Company”), having its principal place of business at 2121 S El Camino Real Suite 900, San Mateo, California 94403. Jabil and Company are referred to herein as “Party” or “Parties”.
FOURTH AMENDMENT TO OFFICE LEASEOffice Lease • June 13th, 2022 • Life360, Inc. • Services-computer processing & data preparation
This Fourth Amendment to Office Lease (this “Fourth Amendment”) is made and entered into by and between TRPF 539 BRYANT STREET LP, a Delaware limited partnership (“Landlord”), as successor-in-interest to SF Office 2, LLC (“Original Landlord”), and LIFE360, INC., a Delaware corporation (“Tenant”), and shall be effective as of the date that Landlord executes this Fourth Amendment (the “Effective Date”).
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 26th, 2022 • Life360, Inc. • Delaware
This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made as of August 31, 2021, by and among LIFE360, INC., a Delaware corporation (“Parent”), JIOBIT MERGER SUB I, INC., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub I”), JIOBIT MERGER SUB II, LLC, a Delaware limited liability company and a wholly owned Subsidiary of Parent (“Merger Sub II” and together with Merger Sub I, the “Merger Subs”), JIO, INC., a Delaware corporation (the “Company”), and SHAREHOLDER REPRESENTATIVE SERVICES LLC, a Colorado limited liability company, solely in its capacity as the Securityholders’ Agent. Each of the signatories to this Amendment are referred to herein as a “Party” or, collectively, as the “Parties”. Capitalized terms used in this Amendment without definition have the respective meanings given to them in the Merger Agreement (as defined below).
SUBLEASE AGREEMENTSublease Agreement • June 13th, 2022 • Life360, Inc. • Services-computer processing & data preparation • Illinois
THIS SUBLEASE AGREEMENT (this “Sublease”) is made as of the 9th day of March, 2019 (the “Effective Date”) by and between BIN INSURANCE HOLDINGS, LLC, a Delaware limited liability company (“Sublessor”) and JIO, INC., a Delaware corporation (“Sublessee”).
Life360, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • June 7th, 2024 • Life360, Inc. • Services-computer processing & data preparation
Life360, 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 3,703,704 shares of common stock, par value $0.001 per share (“Stock”), of the Company and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated in this this Agreement, to sell to the Underwriters an aggregate of 2,046,296 shares and, at the election of the Underwriters, up to 862,500 additional shares of Stock. The aggregate of 5,750,000 shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of 862,500 additional shares to be sold by the Selling Stockholders is herein called the “Optional Shares”. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2
LIFE360, INC. FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • April 26th, 2022 • Life360, Inc. • Delaware
This Fourth Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made and entered into as of September 18, 2018, by and among Life360, Inc., a Delaware corporation (the “Company”), the stockholders listed on Schedule 3 hereto (the “Founders”), the holders of Preferred Stock of the Company listed on Schedule 1 hereto (the “Existing Preferred Holders”) and the purchasers of Series D Preferred Stock of the Company listed on Schedule 2 hereto (the “New Investors”).
LIFE360 EXPATRIATE EMPLOYMENT AGREEMENT FOR DAVID RICEEmployment Agreement • May 10th, 2024 • Life360, Inc. • Services-computer processing & data preparation
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SUCH EXCLUDED INFORMATION HAS BEEN MARKED WITH “[***].” SECOND AMENDMENT TO THE...Warranty Program Agreement • April 26th, 2022 • Life360, Inc.
This SECOND AMENDMENT TO THE WARRANTY PROGRAM AGREEMENT BY AND BETWEEN COVER GENIUS WARRANTY SERVICES, LLC AND TILE, INC. (this “Second Amendment”), effective as of October 8, 2021 (the “Effective Date”), is entered into by and between Cover Genius Warranty Services, LLC, (“Cover Genius”), a Delaware limited liability company with its principal office located at 11 West 42nd Street, 2nd Floor, New York, NY 10036, and Tile, Inc. (“Company”), a Delaware corporation with its principal office located at 1900 S. Norfolk Street, Suite 310, San Mateo California 94403.
Employment AgreementEmployment Agreement • May 10th, 2024 • Life360, Inc. • Services-computer processing & data preparation • Delaware
This EMPLOYMENT AGREEMENT (the “Agreement”) by and between Life360, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Russell Burke (“Executive”) (the Company and Executive is sometimes collectively referred to herein as the “Parties” and individually as a “Party”) sets forth the terms and conditions that shall govern Executive’s employment with the Company.
SECOND AMENDMENT TO LEASELease • June 13th, 2022 • Life360, Inc. • Services-computer processing & data preparation
THIS SECOND AMENDMENT TO LEASE (the “Second Amendment”) is entered on January 10, 2022 (the “Reference Date”), by and between 1900 ATRIUM ASSOCIATES, LP, a Delaware limited partnership (“Landlord”), and TILE, INC., a Delaware corporation (“Tenant”), whose address for purposes of this Second Amendment is 1900 S. Norfolk Street, Suite 310, San Mateo, California.
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • April 26th, 2022 • Life360, Inc.
This First Amendment to Employment Agreement (this “Amendment”), delivered April 7, 2022, confirms the following understandings and agreements between Life360, Inc. (the “Company”) and Charles J. Prober (“Executive”). In consideration of the promises set forth herein, Executive and the Company agree as follows:
Life360, Inc. and _____________, As Warrant Agent Form of Debt Securities Warrant Agreement Dated As Of __________Warrant Agreement • May 9th, 2024 • Life360, Inc. • Services-computer processing & data preparation • New York
This Debt Securities Warrant Agreement (this “Agreement”), dated as of [______ __, ____], between Life360, Inc., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SUCH EXCLUDED INFORMATION HAS BEEN MARKED WITH “[***].” WARRANTY PROGRAM AGREEMENT...Warranty Program Agreement • April 26th, 2022 • Life360, Inc. • California
This WARRANTY PROGRAM AGREEMENT (this “Agreement”), effective as of June 26, 2020 (the “Effective Date”), is entered into by and between Cover Genius Warranty Services, LLC (“Cover Genius”), a Delaware limited liability company with its principal office located at 27 E 28th St., New York, NY 10016, and Tile, Inc. (“Company”), a Delaware corporation with its office located at 1900 S. Norfolk Street, Suite 310, San Mateo California 94403. Cover Genius and Company may each be referred to individually as a “Party” and together as the “Parties”. This Agreement is contingent on: (a) the Parties executing a separate Data Protection Agreement; (b) Cover Genius’ Issuer issuing a mutually acceptable Contractual Liability Insurance Policy to Company; and (c) Cover Genius’ Issuer and Company entering into a mutually acceptable OEM Warranty Provider Agreement. Mutual acceptability of the Contractual Liability Insurance Policy and OEM Warranty Provider Agreement will be evidenced by the execution of
EMPLOYMENT AGREEMENTEmployment Agreement • April 26th, 2022 • Life360, Inc. • Delaware
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into ______________, 2019 and made effective as of ______________, 2019 (the “Effective Date”), by and between Life360, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Christopher Hulls (“Executive”) (the Company and Executive are sometimes collectively referred to herein as the “Parties” and individually as a “Party”), all with reference to the following:
Employment AgreementEmployment Agreement • May 10th, 2024 • Life360, Inc. • Services-computer processing & data preparation • Delaware
This EMPLOYMENT AGREEMENT (the “Agreement”) by and between Life360, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Susan Stick (“Executive”) (the Company and Executive are sometimes collectively referred to herein as the “Parties” and individually as a “Party”) sets forth the terms and conditions that shall govern Executive’s employment with the Company.
SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 26th, 2022 • Life360, Inc. • Delaware
THIS SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of April 11, 2022 (the “Amendment Effective Date”), is entered into by and among LIFE360, INC., a Delaware corporation (“Parent”), and SHAREHOLDER REPRESENTATIVE SERVICES LLC, a Colorado limited liability company, solely in its capacity as the Securityholders’ Agent, and amends the Agreement and Plan of Merger, dated as of July 27, 2021 (the “Merger Agreement”) by and among Parent, Jiobit Merger Sub I, Inc., a Delaware corporation, Jiobit Merger Sub II, LLC, Jio, Inc., a Delaware corporation (the “Company”), and the Securityholders’ Agent (collectively the “Merger Parties”). Capitalized terms used, but not defined, herein have the meanings set forth in the Merger Agreement.
AMENDMENT TO LEASELease • June 13th, 2022 • Life360, Inc. • Services-computer processing & data preparation
This AMENDMENT TO LEASE (“Amendment”) is made and entered into effective as of Nov. 25, 2013, by and between SF OFFICE 2, LLC, a Delaware limited liability company (“Landlord”) and LIFE360, Inc., a Delaware corporation (“Tenant”).
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SUCH EXCLUDED INFORMATION HAS BEEN MARKED WITH “[***].” DATA SERVICES AND LICENSE...Data Services and License Agreement • June 13th, 2022 • Life360, Inc. • Services-computer processing & data preparation • California
This cover sheet (the “Cover Sheet”), together with the Terms and Conditions attached as Attachment A (the “Terms”) and any other exhibits or attachments, constitute the Data Services and License Agreement (the “Agreement”), effective as of January 26, 2022 (the “Effective Date”), by and between Life360, Inc., a Delaware corporation (“Life360”), and Placer Labs Inc., a Delaware corporation (“Placer”). Each of Life360 and Placer is a “Party” or a “party,” and collectively the “Parties” or “parties.”
Employment AgreementEmployment Agreement • May 10th, 2024 • Life360, Inc. • Services-computer processing & data preparation • Delaware
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into, May 14, 2019 and made effective as of May 14, 2019 (the “Effective Date”), by and between Life360, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and David Rice (“Executive”) (the Company and Executive are sometimes collectively referred to herein as the “Parties” and individually as a “Party”), all with reference to the following:
LIFE360, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [·], 20__ Debt SecuritiesLife360, Inc. • May 9th, 2024 • Services-computer processing & data preparation • New York
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SUCH EXCLUDED INFORMATION HAS BEEN MARKED WITH “[***].” FIRST AMENDMENT TO THE...Warranty Program Agreement • April 26th, 2022 • Life360, Inc.
This First Amendment to the Warranty Program Agreement by and between Cover Genius Warranty Services, LLC and Tile, Inc. dated September 17, 2020 (First Amendment), is made by and between Tile, Inc. (Company) and Cover Genius Warranty Services LLC (Cover Genius). Tile and Cover Genius together are referred to as the “Parties” or individually as a “Party.”
LIFE360, INC. AMENDED AND RESTATED 2011 STOCK PLAN RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • April 26th, 2022 • Life360, Inc. • California
The person named in Carta as this recipient of this Restricted Stock Unit Award Agreement (the “Award Agreement”) is referred to herein as “you” and “Participant” in this Award Agreement. Unless otherwise defined herein, the terms defined in the Life360, Inc. Amended and Restated 2011 Stock Plan (the “Plan”) will have the same defined meanings in this Award Agreement.
