250,000,000 REVOLVING CREDIT FACILITY CREDIT AGREEMENT by and among PAYLOCITY HOLDING CORPORATION and THE GUARANTORS PARTY HERETO and THE LENDERS PARTY HERETO and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent and PNC CAPITAL MARKETS, LLC, as...Credit Agreement • July 17th, 2019 • Paylocity Holding Corp • Services-prepackaged software
THIS CREDIT AGREEMENT (as hereafter amended, the “Agreement”) is dated as of July 17, 2019 and is made by and among PAYLOCITY HOLDING CORPORATION, a Delaware corporation (the “Borrower”), each of the GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under this Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software • Delaware
This Indemnification Agreement, dated , 2013, is made between Paylocity Holding Corporation, a Delaware corporation (the “Company”), and (the “Indemnitee”).
Shares Paylocity Holding Corporation Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENTEquity Underwriting Agreement • March 7th, 2014 • Paylocity Holding Corp • Services-prepackaged software • New York
Paylocity Holding Corporation, a Delaware corporation (the “Company”), and certain shareholders of the Company (the “Selling Shareholders”) propose to sell to the several underwriters (the “Underwriters”) named on Schedule I hereto for whom you are acting as representatives (the “Representatives”) an aggregate of shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value (the “Common Stock”), of which shares will be sold by the Company and shares will be sold by the Selling Shareholders. The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names on Schedule I hereto, and the respective amounts to be sold by the Selling Shareholders are set forth opposite their names on Schedule II hereto. The Company and the Selling Shareholders are sometimes referred to herein collectively as the “Sellers”. The Company and the Selling Shareholders also propose to sell at the Underwriters’ option an aggregate of up to addi
3,740,000 Firm Shares Paylocity Holding Corporation Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENTEquity Underwriting Agreement • September 23rd, 2015 • Paylocity Holding Corp • Services-prepackaged software • New York
Certain shareholders (the “Selling Shareholders”) of Paylocity Holding Corporation, a Delaware corporation (the “Company”), propose to sell to the several underwriters (the “Underwriters”) named on Schedule I hereto for whom you are acting as representatives (the “Representatives”) an aggregate of 3,740,000 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value (the “Common Stock”). The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names on Schedule I hereto, and the respective amounts to be sold by the Selling Shareholders are set forth opposite their names on Schedule II hereto. The Selling Shareholders are sometimes referred to herein collectively as the “Sellers.” The Selling Shareholders also propose to sell at the Underwriters’ option an aggregate of up to 561,000 additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below.
EMPLOYMENT AGREEMENTEmployment Agreement • August 2nd, 2024 • Paylocity Holding Corp • Services-prepackaged software • Illinois
This Employment Agreement (this “Agreement”) is made and entered into by Paylocity Corporation, an Illinois corporation (“Company”), and Andrew Cappotelli (“Employee”) effective as of May 13, 2024 (the “Effective Date”).
SECOND AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 14th, 2014 • Paylocity Holding Corp • Services-prepackaged software • Illinois
This Second Amended and Restated Executive Employment Agreement (“Restated Agreement”), which shall amend and restate in its entirety the Employment Agreement by and between Paylocity Corporation, an Illinois corporation (“Company”) and Michael Haske (“Executive”) dated as of October 4, 2007 (“Original Agreement”) as previously amended in an the Amended and Restated Employment Agreement dated May 14, 2008, as amended further by the First Amendment to Amended and Restated Employment Agreement dated December 4, 2013 (collectively, the “First Amended Agreement”), is made and entered into by the Company and Executive effective as of February 7, 2014 (the “Effective Date”).
COMMERCE POINT II ARLINGTON HEIGHTS, ILLINOIS OFFICE LEASE Between 3850 WILKE L.L.C., an Illinois limited liability company Landlord, and PAYLOCITY CORPORATION, an Illinois corporation Tenant Dated: January 12, 2007Office Lease • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software • Illinois
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software
THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (the “First Amendment”) dated as of March 9, 2011 is by and between PAYLOCITY CORPORATION, an Illinois corporation with its principal place of business at 3850 North Wilke Road, Arlington Heights, Illinois 60004 (the “Borrower”) and COMMERCE BANK & TRUST COMPANY, a Massachusetts banking corporation with its office at 386 Main Street, Worcester, Massachusetts 01608 (the “Lender”).
AMENDMENT TO LEASELease • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software
This Amendment to Lease made the 6 day of May 2013 between 3800 WILKE L.L.C., an Illinois limited liability company (“Landlord”) and PAYLOCITY CORPORATION, an Illinois corporation (“Tenant”).
AMENDMENT TO LEASELease • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software
This Amendment to Lease made the 5th day of January, 2011 between 3850 WILKE L.L.C., an Illinois limited liability company (“Landlord”), and PAYLOCITY CORPORATION, an Illinois corporation (“Tenant”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software • Delaware
This Share Exchange Agreement (this “Agreement”) is made and entered into as of November 7, 2013 by and among Paylocity Holding Corporation, a Delaware corporation (the “Company”), Paylocity Corporation, an Illinois corporation (“PC”), each holder of issued and outstanding shares of PC as listed on Exhibit A hereto (each, a “Shareholder” and, collectively, the “Shareholders”), and each Key Executive listed on Exhibit B attached hereto.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software • Massachusetts
This Loan and Security Agreement (“the Agreement”) made as of the 5th day of May, 2009 is by and between PAYLOCITY CORPORATION, an Illinois corporation with its principal place of business at 3850 North Wilke Road, Arlington Heights, Illinois 60004 (the “Borrower”) and COMMERCE BANK & TRUST COMPANY, a Massachusetts banking corporation with its office at 386 Main Street, Worcester, Massachusetts 01608 (the “Lender”). The Lender and the Borrower agree as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software • Illinois
This Employment Agreement (“Agreement”) is entered into by and between Paylocity, Inc. (“Company”) and Steve Sarowitz (“Employee”), and is made effective July 1, 2013 (the “Effective Date”).
PAYLOCITY CORPORATION AMENDED AND RESTATED VOTING AGREEMENTVoting Agreement • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software • Illinois
THIS AMENDED AND RESTATED VOTING AGREEMENT (this “Agreement”) is made and entered into as of June 29, 2012, by and among Paylocity Corporation, an Illinois corporation (the “Company”), those certain holders of the Company’s common shares (the “Common Shares”) listed on EXHIBIT A attached hereto (the “Key Holders”), the holders of the Company’s Series A Preferred Stock (“Series A Preferred”) and the holders of the Company’s Series B Preferred Stock (“Series B Preferred” and together with the Series A Preferred, the “Preferred Shares”) listed on EXHIBIT B attached hereto (the “Investors,” and together with the Key Holders, the “Shareholders”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 12th, 2016 • Paylocity Holding Corp • Services-prepackaged software • Illinois
This Executive Employment Agreement (this “Agreement”) is made and entered into by Paylocity Corporation, an Illinois corporation (“Company”), and Mark Kinsey (“Executive”) effective as of May 1, 2015 (the “Effective Date”).
ALLONGE TO REVOLVING LINE OF CREDIT NOTERevolving Line of Credit Note • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software
THIS ALLONGE TO REVOLVING LINE OF CREDIT NOTE (the “Allonge”) made and entered into as of the 27th day of November 2013, between Commerce Bank & Trust Company, a Massachusetts trust company with a principal place of business at 386 Main Street, Worcester, Massachusetts (hereinafter “Lender “) and Paylocity Corporation, 3850 North Wilke Road, Arlington Heights, Illinois 60004 (hereinafter “Borrower “) is firmly affixed to and made a part of a certain Revolving Line of Credit Note of the Borrower payable to the order of the Lender dated as of May 5, 2009 (hereinafter “Revolving Line of Credit Note “) in the original principal amount of Two Million Five Hundred Thousand and 00/100s Dollars ($2,500,000.00), as restated March 9, 2011 (hereinafter “Note”).
REVOLVING LINE OF CREDIT NOTERevolving Line of Credit Note • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software
FOR VALUE RECEIVED, the undersigned, PAYLOCITY CORPORATION, an Illinois corporation with its principal place of business at 3850 North Wilke Road, Arlington Heights, Illinois 60004 (the “Borrower”), hereby promises to pay to COMMERCE BANK & TRUST COMPANY, a Massachusetts banking corporation (the “Lender”), OR ORDER, at its office at 386 Main Street, Worcester, Massachusetts 01608, or such other place as the Lender may from time to time specify in writing, the principal sum of TWO MILLION FIVE HUNDRED THOUSAND AND 00/100 DOLLARS ($2,500,000.00) (or such lesser amount as may have been advanced to the Borrower from time to time hereunder and not repaid), with interest on the unpaid principal until paid at the rate and in the manner hereinafter provided in lawful money of the United States of America.
PAYLOCITY CORPORATION AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software • Illinois
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of June 29, 2012 by and among Paylocity Corporation, an Illinois corporation (the “Company”), the Investors listed in EXHIBIT A to this Agreement (collectively, the “Investors” and each, without distinction among them, an “Investor”), Paylocity Management Holdings, LLC, a Delaware limited liability company (“Holdings”), and the Key Executives (as defined below).
PAYLOCITY CORPORATION AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTRight of First Refusal and Co-Sale Agreement • January 30th, 2014 • Paylocity Holding Corp • Services-prepackaged software • Illinois
THIS AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is made and entered into as of June 29, 2012, by and among Paylocity Corporation, an Illinois corporation (the “Company”), Paylocity Management Holdings, LLC (“Holdings”), the persons and entities listed on EXHIBIT A attached hereto (the “Preferred Holders”) and the Key Executives (as defined below):
FIRST AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 14th, 2015 • Paylocity Holding Corp • Services-prepackaged software • Illinois
This First Amended and Restated Executive Employment Agreement (“Restated Agreement”), which shall amend and restate in its entirety the Employment Agreement by and between Paylocity Corporation, an Illinois corporation (“Company”) and Peter McGrail (“Executive”) dated as of August 5, 2010 (“Original Agreement”), is made and entered into by the Company and Executive effective as of February 7, 2014 (the “Effective Date”).
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • July 1st, 2022 • Paylocity Holding Corp • Services-prepackaged software • Delaware
This Separation and Release Agreement (“Agreement”) is made and entered into by and between Paylocity Corporation, a subsidiary of Paylocity Holding Corporation, a Delaware corporation (“Paylocity” or “Company”), and Mark Kinsey, an individual (“Kinsey”). Each of the Company and Kinsey is a “Party,” and, collectively, they are the “Parties.”
FURTHER AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 6th, 2013 • Paylocity Holding Corp • Services-prepackaged software • Illinois
THIS FURTHER AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of December 21, 2008, by and between Steven R. Beauchamp, of 26921 Countryside Lake Drive, Mundelein, Illinois 60060 (the “Employee”) and Paylocity Corporation, an Illinois corporation (the “Employer”). This Agreement further amends and restates the amended and restated employment agreement dated as of May 14, 2008 between Employee and Employer (the “Amended and Restated Agreement”).
EQUITY PURCHASE AGREEMENT By and Among PAYLOCITY CORPORATION, BLUE MARBLE PAYROLL, LLC, SAROWITZ 2018 FAMILY TRUST DATED 9/11/18 (AS AN EQUITYHOLDER), and ROEY BEN-YOSEPH (AS AN EQUITYHOLDER) Dated as of August 31, 2021Equity Purchase Agreement • September 1st, 2021 • Paylocity Holding Corp • Services-prepackaged software • Delaware
THIS EQUITY PURCHASE AGREEMENT (the “Agreement”) is made as of August 31, 2021, by and among Paylocity Corporation, an Illinois corporation (the “Purchaser”), Blue Marble Payroll, LLC, an Illinois limited liability company (the “Company”), Sarowitz 2018 Family Trust dated 9/11/18 (as an Equityholder) (“Sarowitz Trust”), and Roey Ben-Yoseph (as an Equityholder).
FIRST AMENDMENT TO CREDIT AGREEMENT AND SECURITY AGREEMENTCredit Agreement and Security Agreement • August 22nd, 2022 • Paylocity Holding Corp • Services-prepackaged software • New York
THIS CREDIT AGREEMENT (as hereafter amended, the “Agreement”) is dated as of July 17, 2019 and is made by and among PAYLOCITY HOLDING CORPORATION, a Delaware corporation (the “Borrower”), each of the GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under this Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).
THIRD AMENDMENT TO LEASELease Agreement • November 21st, 2014 • Paylocity Holding Corp • Services-prepackaged software
This Third Amendment to Lease (“Amendment”) is made the 6th day of August, 2014 between 3850 WILKE L.L.C., an Illinois limited liability company (“Landlord”), and PAYLOCITY CORPORATION, an Illinois corporation (“Tenant”).
PAYLOCITY HOLDING CORPORATION RESTRICTED STOCK UNITS AGREEMENT (For U.S. Participants Executive and Board)Restricted Stock Units Agreement • December 4th, 2023 • Paylocity Holding Corp • Services-prepackaged software • Illinois
Paylocity Holding Corporation has granted to the Participant named in the Notice of Grant of Restricted Stock Units (the “Grant Notice”) to which this Restricted Stock Units Agreement (the “Agreement”) is attached an Award consisting of Restricted Stock Units (each a “Unit”) subject to the terms and conditions set forth in the Grant Notice and this Agreement. The Award has been granted pursuant to and shall in all respects be subject to the terms and conditions of the Paylocity Holding Corporation 2023 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of and represents that the Participant has read and is familiar with the Grant Notice, this Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of the shares issuable pursuant to the Award (the “Plan Pro
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 3rd, 2017 • Paylocity Holding Corp • Services-prepackaged software • Illinois
This Executive Employment Agreement (this “Agreement”) is made and entered into by Paylocity Corporation, an Illinois corporation (“Company”), and Toby J. Williams (“Executive”) effective as of September 18, 2017 (the “Effective Date”).
Transition and Separation AgreementTransition and Separation Agreement • March 14th, 2022 • Paylocity Holding Corp • Services-prepackaged software • Delaware
This Transition and Separation Agreement (“Agreement”) is made and entered into by and between Paylocity Corporation, a subsidiary of Paylocity Holding Corporation, a Delaware corporation (“Paylocity” or “Company”), and Michael Haske, an individual (“Haske”) as of the last date set forth on the signature pages hereto. Each of the Company and Haske is a “Party,” and, collectively, they are the “Parties.”
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 31st, 2024 • Paylocity Holding Corp • Services-prepackaged software • Illinois
This Amendment to Executive Employment Agreement (this “Amended Agreement”), which shall amend certain provisions of that Third Amended and Restated Executive Employment Agreement by and between Paylocity Corporation, an Illinois corporation (“Company”), Paylocity Holdings Corporation, a Delaware corporation (“Parent”), and Steven R. Beauchamp (“Executive”) dated as of February 7, 2014 (“Original Agreement”), is made and entered into by the Company and Executive effective as of August 5, 2024 (the “Effective Date”). Each of the Company and Executive is a “Party,” and collectively, they are the “Parties.”
MULTI-TENANT OFFICE LEASE AGREEMENT RPAI Schaumburg American Lane, L.L.C., as Landlord, and Paylocity Corporation, as Tenant. 1400 American Lane Schaumburg, IllinoisMulti-Tenant Office Lease Agreement • June 2nd, 2016 • Paylocity Holding Corp • Services-prepackaged software • Illinois
This Office Lease Agreement is made and entered into as of the Effective Date by and between RPAI Schaumburg American Lane, L.L.C., a Delaware limited liability company, as Landlord, and Paylocity Corporation, an Illinois corporation, as Tenant.
AGREEMENT AND PLAN OF MERGER By and Among PAYLOCITY CORPORATION PROJECT ALPINE MERGER SUB, INC. AIRBASE INC. AND SHAREHOLDER REPRESENTATIVE SERVICES LLC, AS AGENT OF THE EQUITYHOLDERS Dated as of August 29, 2024Merger Agreement • September 4th, 2024 • Paylocity Holding Corp • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made as of August 29, 2024, by and among Paylocity Corporation, an Illinois corporation (“Purchaser”), Project Alpine Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Purchaser (“Merger Sub”), Airbase Inc., a Delaware corporation (the “Company”), and Shareholder Representative Services LLC, a Colorado limited liability company solely in its capacity as representative, agent and attorney-in-fact (“Agent”) of the holders of all of the outstanding shares of capital stock of the Company (collectively, the “Stockholders”) and other holders of rights to acquire equity in the Company (together with the Stockholders, the “Equityholders”).
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 14th, 2022 • Paylocity Holding Corp • Services-prepackaged software • Illinois
This Amended and Restated Executive Employment Agreement (this “Restated Agreement”), which shall amend certain provisions of that Employment Agreement by and between Paylocity Corporation, an Illinois corporation (“Company”), and Ryan Glenn (“Executive”) dated as of August 16, 2021 (the “Original Agreement”), is made and entered into by the Company and Executive effective as of March 11, 2022 (the “Effective Date”). Each of the Company and Executive is a “Party,” and collectively, they are the “Parties.”
Consulting Services AgreementConsulting Services Agreement • March 14th, 2022 • Paylocity Holding Corp • Services-prepackaged software • Delaware
This Consulting Services Agreement (“Agreement”) is entered into by and between Paylocity Corporation, a subsidiary of Paylocity Holding Corporation, a Delaware corporation (“Paylocity” or “Company”) and Michael Haske, an individual (“Haske”) as of the last date set forth on the signature pages hereto. Each of the Company and Haske is a “Party,” and, collectively, they are the “Parties.”
SECOND AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 31st, 2024 • Paylocity Holding Corp • Services-prepackaged software • Illinois
This Second Amendment to Executive Employment Agreement (this “Amended Agreement”), which shall amend certain provisions of that Executive Employment Agreement by and between Paylocity Corporation, an Illinois corporation (“Company”), Paylocity Holdings Corporation, a
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 14th, 2022 • Paylocity Holding Corp • Services-prepackaged software • Illinois
This Amendment to Executive Employment Agreement (this “Amended Agreement”), which shall amend certain provisions of that Executive Employment Agreement by and between Paylocity Corporation, an Illinois corporation (“Company”) and Toby J. Williams (“Executive”) dated as of September 18, 2017 (“Original Agreement”), is made and entered into by the Company and Executive effective as of March 11, 2022 (“Effective Date”). Each of the Company and Executive is a “Party,” and collectively, they are the “Parties.”
